Hope's Light
by Phantom's Ange
Summary: Revised. Set during just at the end of Army of Ghosts and runs through Series 3. A meeting with a man with a blue box was unforeseeable, changing a woman's life forever. 10/OC.
1. The Pendant

**Disclaimer:** None of the _Doctor Who_ characters or scripts belong to me. They belong to the BBC and their rightful owners. I'm only going on my own observations.

**AN:** The cover for this episode is up

* * *

_"Have you ever wondered what it would be like to travel? Not traveling to states or countries, but traveling through space and time. What if you did, but you lost everything? Your family? Your dreams? And possibly... your life? That's what happened to me. My name is Elena... and this is my story of how I met the Doctor."_

After Yvonne had called off the ghost shift, she began leading the Doctor and "Rose", aka Jackie, towards another part of the building.

"Where are you taking us, Ms. Hartman?" the Doctor asked.

"Though we've put all our attention in the Ghost Shift," Yvonne said. "We have also put our time and resources into another project."

"And that would be...?"

The group came upon a door only authorized personal could into. Yvonne looked at him. "Let me show something first." She led them to a door. From the other side, both the Doctor and Jackie could hear what sounded like faint... growling and snarling?

"What's in there?" Jackie asked.

Yvonne looked at her. "One of our most prized possessions." Using her ID badge, the door opened and the lights automatically turned on.

The Doctor and Jackie slowly walked in, unsure what to expect. Within walking a couple of steps, a loud bang from their left caused them both to jump and their turned and the Doctor's eyes widened.

There, within a cage was three Weevils that were snarling and growling at him, their teeth bared.

"What the hell?!" Jackie exclaimed. "What the hell are those things?!"

"There called Weevils, Miss Tyler." Yvonne said strolling in, completely ignoring the Weevils.

"Weevils?" Jackie said.

"Why are they here?" the Doctor asked, breathing deeply. He knew how dangerous Weevils were if they were loose.

"Oh, we just don't have Weevils here." Yvonne said. "There also Hoixs."

The Doctor's eyes widened. "What?!"

"Doctor, what's a Hoix?" Jackie asked.

"Come see for yourself, Miss Tyler." Yvonne said, strolling further down.

The Doctor followed, passing the Weevils. Jackie kept close to him.

Coming up to another cage, the three saw two Hoixs.

"That's a Hoix, Rose." the Doctor said to Jackie. "Hoixs live to eat and they like to eat _everything_." he then looked at Yvonne. "How did you get one anyway?"

"Sedated these two and brought them here."

"And why are they are here?" Jackie asked.

"Weevils and Hoixs are known to be two of the most ferocious species that Torchwood knows about." Yvonne said, crossing her arms.

"That still doesn't answer my question."

"Come with me and I think you'll understand."

Yvonne led the Doctor and Jackie out the room, the lights shutting off and locking the door.

≈ΘҖ≈

She led the two to another door and again used her ID. The door opened that led into a lab room. The Doctor and Jackie saw two people in lab coats, a man and a woman working and tinkering around with a machine.

The machine itself didn't look very impressive, though it had a small TV dish antenna and two monitors. It had a few buttons here and there and the antenna was the circular kind with four points that were angled so the ends touched one another and was similar to what scientists used. The Doctor looked at the machine with some interest, but what caught his interest was what was at the back of the machine.

"Dr. Mathews and Dr. Mathews," Yvonne said. "where are we now?"

The man turned. He had choppy dark hair and a pleasant face. His eyes were hazel-green. He wore a blue shirt with a maroon tie and black slacks.

The woman had shoulder-length wavy blonde hair and blue eyes. She wore a pastel blouse and black pants.

"We're almost done, Ms. Hartman." the woman reported. "We're just checking some things."

"What's that?" the Doctor asked.

"What?" the man asked.

"That." the Doctor pointed at a slot shaped like a star.

The man and woman looked at the slot and became baffled.

"I don't know." the man said. "I haven't really noticed it." He then looked at the woman. "Betsie, do you know?"

The woman, known as Betsie, shook her head.

"That's for your daughter." Yvonne said.

The man and Betsie looked at Yvonne.

"Elena?" the man asked. "What does she have to do with this?"

"Well, not her per say." Yvonne said. "I'm more interested in that fascinating pendant she wears." she looked at the man. "Call her, Leo. Tell her to come here."

"Why?" Leo asked.

"Because you're about to see what this machine is going to be used for."

≈ΘҖ≈

A young woman was driving her 2006 blue Dodge Charger through London streets, humming to her favorite music: soft rock and just enjoying the drive when her blackberry began ringing.

Quickly grabbing her phone from inside the compartment beside the shift grip, the woman hit "Take" and put the phone to her ear. "Hello?"

"Nells?" came Leo's voice. "It's dad."

A smile lit up the woman's face. "Dad! Hey! What's up?"

"I need you to come over to Canary Wharf where your mother and I work."

A look of confusion came over the woman. "I can't. I have a lunch date with Katie. Why? You usually tell us to steer clear of Canary Wharf."

"Cancel your lunch date with Katie and please come."

A look of concern washed over her. "Dad? Is something wrong?"

"Just... please do it."

"O...okay. I'll tell Katie I can't make it and I'll meet you in 10 minutes."

A sigh. "Good. See you then." And the line went dead.

The woman pulled the phone from her, looking at it perplexed by her father's behavior and that made her worry. She pulled into a side parking spot and called up Katie's number and apologized profusely that she couldn't make it. She also explained their father needed to see her and Katie asked what for and Elena wasn't sure and said she would take a rain check on the lunch. Katie said sure. Saying their goodbyes, Elena drove up to a red light, made a right turn signal and turned off, heading to Canary Wharf.

≈ΘҖ≈

Yvonne smiled at Leo. "Very good, Leo." she then walked to the machine.

The Doctor looked worriedly at Leo and walked over to him. "Do you know what Ms. Hartman wants with this... pendant your daughter... Nells... was it?"

Leo looked at him. "Nells isn't her name. It's just a pet name I gave her. Her real name is Elena." he looked at Yvonne. "And I have no idea what she wants with it."

Jackie came up. "You said something about a slot that machine has, Doctor." The two looked at her. "Yvonne said it needed Elena's pendant for something."

The Doctor's mind began coming up with theories about why Yvonne would want with Elena's pendant.

≈ΘҖ≈

At the same time the Doctor was thinking up theories, the woman, now known as Elena, drove up to Canary Wharf and got out. Grabbing her blackberry, she made sure to lock the door before walking in.

Walking inside, Elena went to the front desk and told the person she was here to see her parents, Dr. Mathews.

The person rang up Dr. Mathews and when the person got the go, Elena was given a Guest tag and allowed to proceed.

≈ΘҖ≈

"She's here?" Yvonne said. "Good." she looked at the others. "It appears Elena has arrived and is on her way here."

Just after finishing that, the door opened and Elena walked in. The Doctor and Jackie looked at the new arrival and saw she had the same blonde hair as her mother, which she had in a high ponytail.

She wore a teal blue Hawaiian dress with floral designs, white jean jacket, blue jeans, and black leather ballet flats with a double button strap wrapped around her ankles.

"What's going here, dad? Mom?" Elena asked. "Why did you need me to come down here?"

"I asked your father to call you, Elena." Yvonne said.

Elena looked at her. "Why?"

"Because of your pendant."

Elena looked down at her pendant. To anyone looking at the jewel, it was a blue lapis mini-point pendant. She then looked back at Yvonne. "Why is my pendant so special?"

"You really have no idea, do you?" Yvonne said. The Doctor, Jackie, Elena, Leo, and Betsie looked at her. "Your pendant is not of this world. It's of alien origin." the Doctor's eyes widened and he looked at Elena. "The power it holds?" Elena and the others looked at her. "Let me show you." she then tapped her earpiece. "Bring them in."

"Bring who in?" Leo asked.

Yvonne looked at him. "You're about to find out that all your hard work has led this."

Just then the door opened and four men rolled into two glass cages with holes into the room. Two men were with each cage. Elena, Leo, and Betsie's eyes widened.

"What the hell are they?!" Elena exclaimed.

"Weevils and Hoixs." the Doctor said.

Elena looked at him. "What?"

"Are you serious?" Betsie asked.

The Doctor looked at Betsie. "I'm very serious." he then looked at Elena, but was explaining to all three. "They're called Weevils and Hoixs. Weevils—they're the ones with the flat faces and many sharp, fang-like teeth—they're faster and stronger than humans, but not extraordinarily powerful. Hoixs is the other with the brown skin, sharp teeth and exposed gums. They live to eat and like to eat _everything_. They're not a very intelligent species."

"So..." Elena looked at the Doctor. "they're aliens?"

"Yep." the Doctor said, popping the p.

"Put them about three feet in front of the machine." Yvonne ordered the men and they did. She then looked at the others. "Okay. Enough chitchat."

"Why are the Weevils and Hoixs here, Ms. Hartman?" the Doctor asked.

Yvonne smiled. "In order for you to understand, Doctor..." she looked at Elena. "I need to borrow Elena's pendant."

Elena looked at her parents, who looked a bit uncomfortable. She then looked at the man who Yvonne called "Doctor". He looked at her and nodded. With some reluctance, she unclasped her pendant and handed it to Yvonne, who smiled.

"Don't worry. I'll return it." Yvonne then walked back to the machine and slipped the pendant into the slot, causing it to light up. She then looked at Leo and Betsie. "Begin."

Betsie and Leo went to their stations and began typing. The machine began, a low humming was heard. On the two monitors, there were three different bar graphs. Showing temperature, percentage, and danger levels.

Betsie pressed "Enter" on her keyboard and then Leo slowly turned a knob and everyone watched as rings came out from the antenna dish and went towards the Hoix and Weevils.

The Weevils and Hoixs grabbed their heads like they were in pain.

Yvonne then grabbed the microphone. "Stop."

Everyone became stunned when the aliens did as she said.

Yvonne grinned. "Good. Now fight among each other."

The Hoixs and Weevils did. And this went on for five minutes before Yvonne told them to stop.

Yvonne looked at the Doctor. "You see, Doctor. Elena's pendant is not ordinary. With her pendant and this machine. We can control these pests."

"Mind control?" the Doctor said.

Yvonne smiled. "Of course."

The Doctor, Elena, Betsie, Leo, and Jackie became appalled by this.

"There is no way I am allowing you to use _my_ pendant like this!" Elena exclaimed.

"Like what?" Yvonne asked.

"Like a weapon!" the Doctor added. "You're already doing Ghost Shifts and now this!" he pointed to the machine and then at the Weevils and Hoixs.

"Think of the possibilities, Doctor!" Yvonne exclaimed. "We can use them as soldiers for defense!" Just then a man's voice came over her earpiece. "Yvonne, where are you?"

"I'm in one of the labs. Why?"

"You need to get back to your office and get on your computer."

"Why?"

"We have an unwanted visitor."

"All right." Yvonne then looked at Betsie and Leo. "Turn the machine off. Get those Weevils and Hoixs back into the rooms. We'll continue this later. Head over to Rajesh's lab."

The Weevils and Hoixs were rolled out of the room.

"What about Elena?" Leo asked.

Yvonne looked at Elena. "She comes with me."

Leo and Betsie looked at the daughter with concern.

The Doctor looked at them. "I'll look after her. I promise."

The two nodded. Leo turned the machine off and then took the pendant out and handed it to Elena. He then leaned in close yo her ear. "Don't let Yvonne see it."

Elena nodded.

Leo smiled and kissed her forehead. "Love you, Nells."

"Love you too, daddy."

Hugging her parents, Elena left with Yvonne, the Doctor and Jackie.

≈ΘҖ≈

Back in her office, Yvonne was sitting at her desk with a laptop in front of her. The Doctor was sitting in a chair, looking completely relaxed. His feet were crossed on the desk. Elena stood next to Jackie.

Rajesh spoke through her webcam. "We don't know who she is." Yvonne typed on her keyboard. "but funnily enough, she arrived at the same time as the Doctor."

The Doctor's face twitched a bit before Yvonne turned her laptop around. The Doctor saw Rose and Rajesh on the screen. Elena saw a blonde woman peering into camera, looking comically.

"She one of yours?" Yvonne asked.

The Doctor shook his head. "Never seen her before in my life."

Yvonne smiled. "Good! Then we can have her shot."

Elena's eyes widened in horror. "That's murder!"

The Doctor sat up. "Oh all right then, it'll be worth a try. That's... _that's_ Rose Tyler."

Rose looked kinda ashamed at being caught. "Sorry." she then waved a bit. "Hello!"

The Doctor waved back.

"Well, if that's Rose Tyler, who's SHE?" Yvonne asked baffled.

Elena rolled her eyes. "Are ya think, lady?" Yvonne looked at her. "This..." she nodded to Jackie. "...is her mother." Jackie nodded. "Anyone could see it."

"Oh, you travel with her mother?" Yvonne asked sarcastically.

"He kidnapped me." Jackie said.

Elena raised a brow.

"Please, when Torchwood comes to write my complete history..." the Doctor pleaded with Yvonne. "don't tell people I traveled through time and space with her mother..."

Yvonne chuckled.

"Charming." Jackie said.

"I've got a reputation to uphold!" the Doctor retorted.

"What reputation is that?" Elena teased.

"Oi!" the Doctor pointed a warning finger at her.

Elena threw her hands up in mock-surrender.

Just then the sound of the ghost shift engines starting up was heard.

Yvonne stood and addressed the staff. "Excuse me? Everyone? I thought I said stop the ghost shift."

Everyone at their computers ignored her, staring straight ahead.

"Who started the program?" Yvonne ordered. "But—I ordered you to stop! Who's doing that?!" She pointed to the lever that was rising upwards of its own accord. "Step away from the monitors, everyone." No one listened and continued typing. Yvonne was now panicking. "Gareth, Addy - stop what you're doing, RIGHT NOW." by this time, the Doctor, Jackie, and Elena were standing in the doorway, looking at Gareth, Addy, and Matt, who were still typing. "Matt. Step away from your desk. That's an order! Stop the levers!"

Two scientists rushed over to the levers and struggled to push them down.

"Stop the levers!" Yvonne ordered.

The Doctor went over to Adeola. "What's SHE doing?"

Yvonne, Elena, and Jackie followed.

"Addy? Step away from the desk."

The Doctor stared at Adeola and clicked his fingers in front of her face, but she didn't react.

"Listen to me." Yvonne ordered. "Step away from the desk."

"It's like..." Elena said. "She's in a trance or something."

The Doctor looked at Yvonne. "She can't hear you." he then observed Adeola's computer screen. "They're overriding the system."

"But what for?" Elena asked.

The Doctor, Jackie, Elena, and Yvonne stared anxiously at the blank expanse of wall.

"We're going into Ghost Shift."

The light brightened.


	2. Here Come the Ghosts

In the sphere chamber, Leo and Betsie stood beside Mickey while Rose and Rajesh still sat at the desk. Mickey and Rose looked at Rajesh as he continued talking in the comm.

"Yvonne, I thought you said the next Ghost Shift was canceled," he said as Mickey checked the locks.

Leo and Betsie looked at each other, worried about what was about to happen next.

"What's going on?" asked Rajesh but he got no answer. "Yvonne?"

"She's not answering." asked Betsie.

"No. Something's happened." Rajesh said. "I can't contact her."

The whole chamber suddenly shuddered. Leo grabbed Betsie to make sure she wouldn't fall.

Leo looked at Rose and Mickey and asked, "Is everyone alright?"

"Yes, we're fine," answered Mickey.

"It can't be." Rajesh said.

They turned to Rajesh and they hurried over to the Sphere. Just then, another crash from within the Sphere.

Betsie gasped and covered her mouth in horror. "No, this cannot be happening." she whispered.

"What?" Rose asked. "What's happening?"

Betsie looked at Rose and said with a strain voice. "It's active!"

≈ΘҖ≈

The Doctor was staring at Adeola's earpiece. "It's the earpiece controlling them. I've seen this before." He took his sonic screwdriver from his pocket and stood behind her. He looked at Adeola with sadness and said in a sincere voice. "Sorry. I'm so sorry." He aimed his sonic screwdriver at her earpiece and deactivated it.

Doing this, Elena saw this caused Adeola to squeeze her eyes pain and agony before she slumped over her desk. Hearing other painful cries from behind, she turned and saw the cries coming from Matt and Gareth. It was as if theirs and Adeola's earpieces were connected. She looked at the Doctor. "Are they...?"

The Doctor nodded.

"What happened?" Yvonne asked. "What did you just do?"

"They're dead." was his answer.

"You killed them." Jackie accused

The Doctor turned to the computer. "Oh someone else did that long before I got here."

"But you killed them!" Jackie yelled.

The Doctor looked at Jackie and angrily exclaimed. "Jackie, I haven't got time for this."

"What're those earpieces?" Yvonne asked.

"Don't." the Doctor said.

"But they're standard comms. devices." Yvonne said. "How does it control them?"

The Doctor went to Matt's computer. Elena followed. "Trust me, leave them alone."

"But what are they?" Yvonne insisted before taking hold of Adeola's earpieces and pulled it right out of her head. She and Jackie saw a trail of brain tissue was attached to it and the two became revolted by this. "Urgh! Oh, God! It goes inside their brain!" Yvonne dropped it.

"What about the Ghost Shift?" the Doctor asked.

Yvonne walked over. "90% there. It's still running. Can't you stop it?"

"Let me try." Elena said. They looked at her. "I have a knack with computers. I might able to override whoever is doing this."

The Doctor nodded. "See if you can." he moved aside.

Elena took his place and began typing, looking up now and then, but most of her attention was on the screen.

"Where did you learn?"

Elena grinned at him. "A very good friend of mine loves hacking computers and thought I should learn. Even though I said I didn't want." she looked back at the screen. "Guess I'm glad I took the offer. Comes in handy now and then." After a few minutes, she shook her head and looked at them. "But not _this_ time. I can't stop it. Seems whoever it is, has hijacked the system and is keeping anyone from stopping them."

"Good try." the Doctor applauded. "That means they're still controlling it."

"Who's THEY?" Yvonne said.

The Doctor took his sonic screwdriver out of his pocket and held it flat on the palm of his hand, turning slowly. "It might be a remote transmitter but it's gotta be close by. I can trace it." He darted off, seeming to have received some kind of signal from the sonic screwdriver. "Jackie, stay here!"

Yvonne and Elena followed after him. Yvonne's laptop laid forgotten on the desk. Rajesh was speaking into the webcam. Words, "sphere activated" was flashing on the screen.

≈ΘҖ≈

"We've got a problem down here." Rajesh said frantically. "Yvonne, can you hear me?" he looked at the sphere and saw it was vibrating. He looked back into the webcam. "Yvonne, for God's sake. The sphere is active! The readings are going wild! It's got weight, it's got mass, an electromagnetic field. It exists!" He jumped, turning around. Leo, Betsie, Rose, and Mickey also jumped at the sound and then a crash behind them as the door closed.

"What is that?" Rose asked. "What just happened?"

"The door." Leo said. "It just sealed us in."

"Meaning?" Mickey asked.

Betsie looked at him. "It's an automatic quarantine. We can't get out."

Rajesh rushed off, leaving Rose, Mickey, Leo, and Betsie as they look up at the sphere.

"It's all right, babe." Mickey said in a comforting tone to Rose. "We beat them before, we can beat them again. That's why I'm here. The fight goes on."

The sphere continued vibrating.

"The fight against what?"

"What d'you think?"

All four stumbled as two violent crashes emitted from the sphere, shaking the chamber.

≈ΘҖ≈

The Doctor walked down a corridor, letting his sonic screwdriver guide him. Elena walked beside him. He seemed to take notice of her presence. "What are you doing here?"

"I'm worried about my parents."

"You should go back, Elena."

Elena shook her head. "No way. Not without my parents."

"I'm telling... no begging you, Elena." the Doctor pleaded. "Go back and stay with Jackie."

"Not until I see that my parents are not in any danger."

The Doctor looked at Elena and sighed. He could see she was a stubborn one. Almost as stubborn as Rose. Maybe even more so. "All right."

Elena smiled. "Great."

Yvonne had followed the two, saw two passing soldiers, and stopped them. "You two. You come with us."

"Yes, ma'am."

≈ΘҖ≈

The two scientists were still trying and failing to push the levers down. Jackie squinted as the light became brighter.

≈ΘҖ≈

The Doctor, Elena, Yvonne and the two soldiers reached the curtained area.

"What's down here?" the Doctor asked.

"I don't... I dunno, I think it's building work." Yvonne said. "It's just renovations."

Elena looked at her. "You're the administrator here and you don't know what's been going on down here." she scoffed. "You definitely need to get out of the office more and pay attention to what's going on around you."

The Doctor smirked at Elena's spunk. He then began walking forward. "You all should go back."

"No way, Doctor." Elena said.

"Think again." Yvonne agreed. She and Elena followed. Yvonne gestured to the soldiers to do the same. The Doctor stopped pushing the curtains aside as the sonic screwdriver bleeped. He stared at it.

"What's wrong, Doctor?" Elena asked.

"What is it?" Yvonne asked. "What's down here?"

The Doctor's brow was furrowed. "Earpieces, earpods, this world is colliding with another. And I think I know which one."

All of a sudden, the shadows of Cybermen standing behind the curtains surround them, getting into position.

Elena's eyes went wide as she hushed out. "What the hell...?"

"What are they?" Yvonne asked in the same voice.

"They came through first." the Doctor answered. The Cybermen slit the curtains with their hands. "The advance guard." The Cybermen stepped through the curtains and began marching towards them. "Cybermen."

The two soldiers fired their bullets at the Cybermen. The bullets had no effect whatsoever. The Doctor, Elena, and Yvonne tried escaping escape another way, but they were surrounded.

≈ΘҖ≈

Another crash emitted from the sphere.

"What the hell is in that thing?" Leo breathed.

"Sounds like.. something is trying to get out." Betsie said.

"We had them beaten, but then they escaped." Mickey said.

Leo and Betsie looked at him, both confused. "What are you talking about?"

"Who did you beat before?"

Mickey looked at them. "They're known as Cybermen. The Cybermen just vanished." there came another crash. "But it seems they found a way through to this world, but..." he looked at Rose. "...so did we."

Rose stared at him. "The Doctor said that was impossible."

"Yeah, well it's not the first time he's been wrong."

Rose looked at the sphere. "What's inside that sphere?"

Another crash.

"No one knows. Cyberleader, Cyberking, Emperor of the Cybermen... whatever it is..." Mickey said before grinning. "He's dead meat."

Rose smiled and nudges him. "It's good to see you."

Mickey smiled back. "Yeah. It's good to see you too."

Another crash.

≈ΘҖ≈

The Cybermen led Yvonne, Elena, and the Doctor, who have their hands behind their head, back to the rift chamber.

"Get away from the machines!" the Doctor instructed. "Do what they say, don't fight them!"

The Cybermen revealed their weapons and the two scientists dead.

Elena felt her blood run cold and shivers run down her spine. "My God."

Jackie looked at the Doctor, terrified. "What are they?"

One of the Cybermen turned and answered. "We are the Cybermen." he faced the wall. "The Ghost Shift will be increased to 100%." He... or is a she? Anyway! _It_ clamped its left fist to its chest and the lever rose once more, beginning the Ghost Shift.

"Online." the computer announced.

As the light brightened, everyone blocked the light with their hands and the Doctor said. "Here come the ghosts."

≈ΘҖ≈

On the factory floor, the ghosts stepped out of thin air, accompanied by the sound of Cybermen marching.

≈ΘҖ≈

On the Powell estate, the ghosts materialized.

≈ΘҖ≈

In Ghostwatch studio, the presenter announced. "It's extraordinary, there are more ghosts than we've ever seen before..."

≈ΘҖ≈

They materialized around Big Ben and the Taj Mahal.

≈ΘҖ≈

"And it's happening all over the world."

≈ΘҖ≈

In a press conference, the police commander was making an official statement on TV. "As far as we know, the increase in ghost activity is harmless."

≈ΘҖ≈

Back at Torchwood 1, rows and rows of Cybermen marched out of the light.

≈ΘҖ≈

Rajesh was still speaking into comm., hoping someone would hear him. "Can anyone hear me? Come on, I need help down here!" The entire chamber was shaking accompanied by booms from the sphere. "I need..."

All of a sudden, the sphere stopped vibrating.

"Rajesh..." Betsie said.

Rajesh joined the others.

Mickey removed his lab coat and pulled off his earpiece. "Here we go."

Rajesh put his glasses on. As they all watched, smooth cracks appeared in the sphere as it opened and light spilled from the gaps.

≈ΘҖ≈

"But these Cybermen..." Jackie said. "what've they got to do with the ghosts?"

"Do you never listen?" the Doctor reorted. "A footprint doesn't look like a boot!"

Elena's eyes widen as she breathed out. "They're Cybermen."

"Achieving full transfer." a Cyberman said.

The Doctor looked at her. "Exactly. _All_ of the ghosts are Cybermen."

The Cybermen continued to march from the light, slowly becoming more defined.

"Millions of them. Right across the world."

≈ΘҖ≈

The ghosts on the factory floor were shown in their true form: Cybermen.

≈ΘҖ≈

The ghosts on the Powell Estate also became defined as Cybermen. The people who had previously not given them a second glance began running and screaming.

≈ΘҖ≈

At the Eiffel Tower, the Cybermen materialized fully, causing panic.

≈ΘҖ≈

At the Taj Mahal, the Cybermen's appearance caused panic.

≈ΘҖ≈

The Ghostwach presenter stood. "They're not ghosts! They're metal men..."

A Cybermen walked right into the studio and strangled him.

≈ΘҖ≈

"I urge you, stay in your homes!" the police commander implored.

≈ΘҖ≈

A Cybermen broke through the door of an ordinary house. The family was cowering at the bottom of the stairs. The little boy tried making a break for it, but another Cyberman blocked his way upstairs.

≈ΘҖ≈

Hundreds of Cybermen stood in the light, ready for war.

"They're invading the whole planet." Yvonne said.

"It's not an invasion, it's too late for that." the Doctor said. "It's a victory."

They then heard a beeping sound and looked at the laptop.

"Sphere activated. Sphere activated." the computer said. "Sphere activated. Sphere activated."

The Doctor looked at it, brow furrowed.

Elena looked at the computer and mouthed, "Sphere activated."

≈ΘҖ≈

The light continued spilling from the sphere.

"I know what's in there. And I'm ready for them." Mickey said. "I've got just the thing." He went over to a counter and retrieved a weapon that he had hidden. He returned to the others and positioned himself in front of the sphere. "This is gonna blast them to Hell."

"Samuel, what are you doing?!" Rajesh exclaimed.

"The name's Mickey. Mickey Smith. Defending the Earth." Mickey cocked his gun as the sphere parted further.

≈ΘҖ≈

The Doctor addressed a nearby Cybermen. "What I don't understand is Cybermen don't have the technology to build the Void Ship, that's WAY beyond you. How did you create that sphere?"

The Cyberman turned and faced him. "The sphere is not ours."

This stunned the Doctor. "What?"

"The sphere broke down the barriers between worlds. We only followed. Its origin is unknown."

"Then what's inside it...?" Elena said.

"Rose is down there." Jackie said fearfully.

"So are my parents, Jackie." Elena said. "I'm worried about them as much as you are about Rose."

≈ΘҖ≈

The top part of a familiar looking alien emerged from the sphere...

This threw Mickey off. "That's not Cybermen..."

"What are they then?" Leo asked.

Four Daleks glided smoothly from the sphere.

"Oh my God." Rose breathed.

"Location: Earth. Life forms detected." the black one said. "Exterminate!"

Mickey aimed his gun at them. Leo, Betsie, Rose, and Rajesh stared at the Daleks, wide-eyed in fear.

"Exterminate! Exterminate! EXTERMINATE!"


	3. Daleks and Cybermen Meet

Leo held his wife as they stood in horror as they, Rose, Mickey, and Rajesh watched the Daleks advanced on them.

"Exterminate!"

"Daleks!"

Everyone turned to Rose, for it was she who had spoken. The Daleks stopped.

"You're called 'Daleks'." Rose said as she slightly glared at them.

However, the Daleks did not respond, just observed.

Betsie's eyes widen as Rose walked towards the Daleks. She whispered. "Rose, what are you doing?"

Rose ignored her as she continued to say, "I know your ink about it. I know your name." she took her lab coat off. "How can I know that? A human... who knows about the Daleks. And the Time War. If you wanna know how, then keep us alive. That's all I'm asking. Me and my friends."

Mickey stepped forward and said. "Yeah, Daleks. Time War. Me too."

"Us too." said Leo.

The Dalek's eyepiece swiveled around to look at Mickey, Leo, and Betsie.

Rajesh was shaking in fear as he also said. "Yeah. And me."

The black Dalek turned to Rose and stated, "You will be necessary." It then turned to one of the gold Daleks and asked. "Report. What is the status of the Genesis Ark?"

"Status: hibernation."

"Commence awakening."

Betsie and Leo looked at each other, not only fearing for themselves, but for Elena too.

Another Dalek said. "The Genesis Ark must be protected above all else." It turned to the Genesis Ark, which also emerged from the sphere. It clamped its suction arm to the side of the Ark. The Daleks suddenly turned to the Genesis Ark.

Mickey spoke to Rose, still pointing his gun at the Daleks. "The Daleks... you said they were all dead."

Rose rolled her eyes before looking at him. "Never mind that. What the hell's a Genesis Ark?"

Leo leaned in, making sure the Daleks wouldn't hear. "And why are they keeping us alive?"

"Maybe..." Betsie whispered, gaining Mickey, Rose, Leo, and Rajesh's attention. "They want us for something."

≈ΘҖ≈

"What's down there?" Jackie asked looking at the Doctor for answers. "She was in that room with the sphere. What's happened to Rose?"

Elena looked at the Doctor, who was leaning against a nearby wall. She also wanted an answer too, but wasn't going to press him. Just by the look on his face, she could see he felt powerless. Unable to do _anything_ while the Cybermen were here and watching their every move.

"I don't know." was his answer. Short and quick.

Elena said a silent prayer that her parents and those in the Sphere room would be safe.

Jackie started crying.

Hearing Jackie's weeping, Elena wrapped a comforting arm around her. "Shh. It'll be okay, Jackie. I know you're worried about Rose." Jackie looked at her. "My parents are down there too and I'm worried to death about them. But, all we can do right now is wait and see what the Cybermen are up to." she looked at the Cybermen around them before looking back at Jackie. "They're keeping us alive for some reason. For what reason... I don't know, but it can't be good. You need to be strong now. Not just yourself, but for Rose too. Can you do that?"

"Yeah." Jackie sniffed and nodded. "You're right, Elena. I need to be strong..." she looked at Elena. "... for Rose and myself."

Elena smiled and Jackie smiled back.

The Doctor went over to the two women. "Elena is right. The Cybermen are planning something. I'll find Rose. I brought you here. I'll get you, Rose." he looked at Elena and she him. "Your parents and you, Elena." he looked at Jackie. "I'll get you all out here." his voice and face looked sincere. "I promise you both. I give you my word."

≈ΘҖ≈

In Yvonne's office, a Cyberman approached her. "You will talk to your central world authority and order global surrender."

Yvonne was sitting behind her desk and looked at the Cyberman without a trace of fear. "Oh, do some research. We haven't _got_ a central world authority."

"You have now. I will speak on all global wavelengths."

Elena saw the Doctor put a pair of 3D specs on. _What's with the 3D specs?_

"This broadcast is for human kind."

≈ΘҖ≈

A frightened family were huddled in their living room, watching the broadcast on the television.

"Cybermen now occupy every land mass on this planet. But you need not fear. Cybermen will remove fear." The father looked at the Cyberman that was standing guard over them while other Cybermen were marching outside the house.

"Cybermen will remove sex and class and color and creed. You will become identical. You will become like us."

≈ΘҖ≈

"I'd rather die as human than become one of _them_." Elena muttered to Jackie and the Doctor before looking them. "I don't know about you two."

"I totally agree." the Doctor nodded. "Well... not the human part, no."

Elena looked at him. "Sorry?"

The Doctor looked at her. "I'm not human, Elena."

Elena arched a brow. "You're an alien too?"

"Yep."

Elena looked back at the Cybermen. "Good thing you're on our side then."

The Doctor looked at her. "You're not shocked?"

Elena looked at the Doctor. "Just today I've seen Weevils and Hoixs. And now Cybermen. None of them are of this world." she looked away. "A very good friend of mine showed me things that compelled me to keep an open mind."

"I'd like to meet this friend of yours sometime." the Doctor said. "You speak very highly of this person."

Elena smiled. "Well, my friend's very dear to me."

≈ΘҖ≈

Cybermen emerged from every house along a street in unison.

≈ΘҖ≈

There was chaos on a bridge as people ran, screaming. Once the civilizations were cleared, the military began shooting at the Cybermen. Their bullets had no effect whatsoever. The Cybermen aimed their own weapons, blowing up a truck, killing the soldiers. One soldier had a rocket launcher and shot at one of the Cybermen, managing to destroy it.

≈ΘҖ≈

The Doctor, Elena, Jackie, Yvonne and the Cyberleader observed the proceedings far below from the top of Torchwood Tower.

"I ordered _surrender_."

Elena rolled her eyes. "Ya, like that's going to happen."

The Doctor looked at the Cyberleader. "They're not taking _instructions_. Don't you understand? You're on every _street_. You're in their _homes_. You've got their _children_." he then spoke angrily. "Of course they're gonna fight."

"Do you expect them to just surrender because you _say_ so?" Elena added. "Its _human nature_ for us to _protect_ what is _ours_."

The Cyberleader looked at Elena. "Explain."

Elena looked at the Cyberleader. "For example: You go after a child, this child's parents will fight with everything they have and they may even die or you'll upgrade them, but they'll do anything it means to protect their child from harm. And this..." she pointed to what was happening. "You're invading Earth and people are taking matters into their hands and fighting back even though they know its fruitless. They rather die a _human_ than one of _you_."

≈ΘҖ≈

The black Dalek rolled up to the group. "Which of you is least important?"

"What do you mean?" Betsie asked.

"Which of you is least important?" it repeated.

"No, we don't work like that." Rose shook her head. "_None_ of us."

"None of us are least important." Leo stated.

"Designate the least important!" the black Dalek said, sounding irritated.

"This is my responsibility." Rajesh said.

Rose held him back. "No, don't!"

"Rajesh!" Betsie yelled. "Don't!"

Rajesh ignored Rose and Betsie and stood before the Dalek, feeling like all this was his fault even though it wasn't. "I er... I represent the Torchwood Institute." He didn't say Leo and Betsie's names because they had a family to look after and he had no one. He took his glasses off. "Anything you need, you... come through me. Leave these four alone."

"You will kneel." the black Dalek ordered.

"What for?" Rajesh asked confused.

"Kneel."

Rajesh looked at the group and they him. The four looked at him in worry. Rajesh then looked at the other Daleks before kneeling. The surrounding Daleks directed their eyestalks onto him.

"I don't like this." Leo said. "These Daleks are up to something."

"The Daleks need information about current Earth history."

"Yeah well I can give you a certain amount of intelligence but nothing that will compromise Home Land security..."

"Speech is not necessary. We will extract brainwaves."

Leo's eyes widen in realization. "No, don't!"

Ignoring him, the three Daleks advanced on Rajesh, positioning their suction arms around his head.

Seeing this, Rajesh began showing the first signs of fear. "Don't... I—I'll tell you everything you need. No. No!" He shouted out in agony before the Daleks crush his skull.

"Rajesh!" Betsie cried before burrowing her face into Leo's chest, not wanting to see anymore. Leo held his wife.

Mickey made to move forward.

"Mickey, don't!" Leo said. Using part of his body, Leo pushed Mickey back, while Rose pulled, both knowing it was too late for Rajesh. "It's too late." he and Mickey looked away.

≈ΘҖ≈

"Scans detect unknown technology active within sphere chamber." A Cyberman reported.

"Cybermen will investigate." the Cyberleader ordered.

Elena leaned in close to the Doctor. "Mum and dad are there."

"So is Rose." Jackie said.

Elena looked between the Doctor and Jackie. "Something big is going on down there to make the Cybermen go wild like this." the two looked at her. She gave them a nervous smile. And a shrug of the shoulders. "So to speak."

≈ΘҖ≈

On the factory floor, a Cyberman was pushing two terrified members of staff roughly before him. He passed two Cybermen and ordered. "Units 10 65 and 10 66 will investigate sphere chamber."

"We obey."

And they marched out.

≈ΘҖ≈

The Daleks released Rajesh's blackened corpse, which fell to the ground.

"His mind spoke of a second species invading Earth infected by the superstition of ghosts." the black Dalek reported.

"You didn't need to _kill_ him!" Rose exclaimed.

"Neither did we need him alive." a gold Dalek said.

"He could have told you what you wanted to know!" Betsie shouted. "There was no reason for his death!"

The Daleks ignored this.

"Dalek Thay, investigate outside." the black one ordered one of the gold Daleks.

"I obey." Dalek Thay said.

≈ΘҖ≈

Two Cybermen marched down a corridor to investigate the sphere chamber.

≈ΘҖ≈

Dalek Thay left the sphere chamber.

≈ΘҖ≈

In Yvonne's office, the Cyberleader, Elena, Jackie, Yvonne, and the Cyberleader were looking at Yvonne's laptop.

"Units open visual link." the Cyberleader ordered

≈ΘҖ≈

The two Cybermen clamped a fist to the logos on their chests.

≈ΘҖ≈

A visual of the area occupied by the two Cybermen appeared on Yvonne's laptop.

"Visual contact established."

≈ΘҖ≈

"Establish visual contact." the black Dalek ordered. "Lower communications barrier."

A projection appeared in the area previously occupied by the sphere, showing Dalek Thay's point of view. He met with the two Cybermen.

Betsie looked at Rose and Mickey. "What are those things?"

Rose looked at her. "Cybermen."

≈ΘҖ≈

Elena saw the Doctor go rigid. She leaned close to him. "Doctor what is that thing? It looks like a... pepperpot."

He didn't answer and just kept staring at the Dalek on Yvonne's laptop.

Elena looked at him in concern. "Doctor?"

"Identify yourselves." Dalek Thay ordered.

≈ΘҖ≈

"You will identify first."

≈ΘҖ≈

"State your identity." Dalek Thay ordered.

The Doctor was still staring at the image on the laptop, feeling like this was worse than he could have ever imagined. Elena slowly slipped her hand in his and squeezed it. The Doctor squeezed back, grateful for her comfort.

≈ΘҖ≈

"You will identify first." the Cybermen repeated.

"Identify!" Dalek Thay ordered.

≈ΘҖ≈

Mickey leaned in and whispered to Rose, Leo and Betsie. "It's like Stephen Hawkins meets the Speaking Clock."

Leo had to chuckle at that. "True."

≈ΘҖ≈

"... illogical, you will modify." the Cybermen said.

"Daleks do not take orders."

"You have identified as Daleks."

"Outline resembles the INFERIOR species known as 'Cybermen'." the black Dalek said.

≈ΘҖ≈

Jackie spoke to the Doctor. "Rose said about the Daleks. She was terrified of them. What have they done to her, Doctor? Is she dead?" she felt scared of what his answer might be.

The Doctor turned to her with frightening suddenness and said through gritted teeth. "Phone."

"What did you-?" Jackie whispered.

"Phone!"

Using her other hand, Elena took hers out. "Can you use mine?"

The Doctor looked at her. "Yeah." Gently releasing Elena's hand, Elena handed her phone to him and he dialed Rose's number and held the phone to his ear, frantic with worry.

≈ΘҖ≈

Rose answered her phone and saw it was her mum, but couldn't talk for fear of drawing attention to herself. The Daleks and the Cybermen were bantering all the while.

≈ΘҖ≈

"She's answered." the Doctor said. "She's alive."

Jackie clapped her hands over her mouth, happiness filling her.

"Why haven't they killed her?"

"What about my parents?" Elena asked. "Are they all right?"

The Doctor looked at her. "They must need her for something, which mean your parents are alive too. Don't worry."

Elena nodded.

≈ΘҖ≈

"We must protect the Genesis Ark."

≈ΘҖ≈

The Doctor heard this through the phone. "The Genesis Ark?" he put his 3D glasses back on and looked at the laptop again.

Elena's brain began mulling over what a Genesis Ark was.

"Our species our similar, though your design is inelegant." the Cybermen said.

≈ΘҖ≈

"Daleks have no concept of elegance." Dalek Thay said.

"This is obvious. But consider. Our technologies are compatible." the Cybermen suggested. "Cybermen plus Daleks... together, we could upgrade the Universe."

"You propose an alliance?"

"This is correct."

"Request denied."

The Cybermen immediately thrust their fists out, ready to shoot. "Hostile elements will be deleted." They shot at the Dalek, but the rays simply bounced off its armor.

≈ΘҖ≈

Elena's eyes widened. "It has a force field?!"

≈ΘҖ≈

"Exterminate!" Dalek Thay aimed at the logos on both Cybermen, one after the other, and they collapsed onto the floor.

≈ΘҖ≈

The Cyberleader walked away. "Open visual link."

≈ΘҖ≈

The Cyberleader addressed the Daleks in the sphere chamber through the projection screen. "Daleks, be warned: you have declared war upon the Cybermen."

≈ΘҖ≈

Jackie's eyes widened in horror.

"This is not good." Elena said. She looked at the Doctor. "Is it?"

The Doctor shook his head. "No, it isn't."

≈ΘҖ≈

"This is not _war_." the black Dalek said. "This is _pest control_."

≈ΘҖ≈

"We have _five million_ Cybermen." the Cyberleader said. "How many are you?"

≈ΘҖ≈

"Four."

"Four Daleks against _five million_ Cybermen?!" Betsie stated softly.

≈ΘҖ≈

"You would destroy the Cybermen with FOUR Daleks?!"

"We would destroy the Cybermen with ONE Dalek. You are superior in only one respect."

"What is that?"

≈ΘҖ≈

"You are better at dying." the black Dalek said. "Raise communications barrier!"

The screen went static.

"Wait!" a gold Dalek ordered.

≈ΘҖ≈

The Doctor clicked the phone off. "Lost her." He handed the phone back to Elena. "Thanks."

Elena nodded. "Anytime."

≈ΘҖ≈

"Rewind image by nine rells."

The Doctor was shown in a frame in the background.

"Identify grid seven gamma frame."

They zoomed in on the Doctor.

"This male registers as enemy."

Rose beamed.

The black Dalek turned to her. "The female's heartbeat has increased."

"Yeah, tell me about it." Mickey muttered.

"Identify him."

"All right then... if you really wanna know..." Rose nodded at the frozen screen. "that's the Doctor." The Daleks rolled backwards sharply. "Five million Cybermen, easy. One Doctor? _Now_ you're scared."

≈ΘҖ≈

The Cyberleader walked back into the office and addressed a Cyberman. "Quarantine the Sphere Chamber. Start emergency upgrading." he looked at at the four. "Begin with these personnel."

Yvonne struggled, shouting as they dragged her away. "No, you can't do this! We surrendered! We surrendered!"

They began dragging Jackie, Elena, and the Doctor away too, but then...

"This one's increased adrenaline suggests he has vital Dalek information." the Cyberleader said, referring to the Doctor.

Jackie screamed at the Doctor as she was dragged away. "Stop them! I don't want to go! Doctor!"

Elena struggled too. "No! Let go of me! Doctor!"

"I demand you leave them alone!" the Doctor demanded, looking at the Cyberleader and then back at Jackie and Elena. He looked back at the Cyberleader. "I won't help you if you hurt them." he looked at the two women. "Jackie, Elena, don't fight."

"You promised me!" Jackie screamed. "You gave me your word!"

"Doctor!" Elena yelled.

As the two were dragged out of sight, the Doctor cried out to them. "I'll think of something!"

≈ΘҖ≈

Dalek Thay entered the sphere chamber. "Cyber threat irrelevant. Concentrate on the Genesis Ark."

Rose, Mickey, Leo, and Betsie backed away as the black Dalek pressed its suction arm to the side of the Genesis Ark.

Mickey asked the question that was on everyone's mind. "Why are we being kept alive?"

After a pause, Rose said. "They might need me."

The others looked at her, but it was Mickey who asked. "What? What is it?"

Rose didn't answer. Instead, she just kept staring at the Daleks, fear in her eyes.

≈ΘҖ≈

The Cybermen had taken Yvonne, Elena, and Jackie down to the curtained area and all three saw the Cybermen were marching the staff behind the curtains. They could hear the place was full of screaming, the sound of drills, and sparks flying.

"What happens in there?" Jackie asked, fear in her voice. "What's upgrading mean? What do they do?" Elena placed a had on her shoulder.

Yvonne looked slightly sick. As did her voice when she spoke. "I think... I think they remove the brain... sorry, um... I think they remove the brain and they put it in a suit of armor. That's what these are." she looked at the Cyberman before her and then looked at Elena and Jackie. "They're us."

"Next." the Cyberman said and dragged Yvonne away.

"This is _your_ fault!" Jackie shouted angrily after Yvonne. "You and your Torchwood. You've killed us all!"

"I did my duty for Queen and Country." Yvonne shouted tearfully.

"Yeah?" Elena said, sarcasm dripping through her voice. "And look where it got ya. If you hadn't done all those Ghost Shifts... none of the Cybermen would have come and this wouldn't have happened!"

Yvonne wrenched her arm away from the Cyberman's grip and faced the area where the humans were being upgraded, steeling herself to walk in. She then said to herself. "I did my duty. I did my duty. Oh, God. I did my duty." She walked in. Jackie winced at the sound of her screams and the sparks flew from behind the curtain. Elena closed her eyes.

≈ΘҖ≈

The Doctor was sitting on the windowsill in silence.

The Cyberleader approached him. "You are proof."

The Doctor looked at the Cyberleader, confused by its statement. "Of what?"

"That emotions destroy you."

"Yeah, I am." the Doctor agreed before glancing to the side. "Mind you, I quite like hope. Hope's a good emotion. And here it comes."

The Cyberleader followed his gaze. A group of people dressed in black suits, wearing helmets and carrying guns appeared out of thin air. One of them shouted to the others and they shot at a row of Cybermen, immediately destroying them. The Doctor rolled out of the way and crouched in a corner of Yvonne's office. The man who had shouted the orders used his weapon and blew the Cyberleader head off.

He then spoke to the Doctor in a familiar voice. "Doctor...good to see you again." He took off his helmet

The Doctor's eyes widened in surprise and shock. "Jake?!"

Jake walked towards the Doctor. "The Cybermen came through from one world to another and so did we."

The Doctor stared at him, looking more concerned than pleased.

≈ΘҖ≈

Jackie struggled as a Cyberman dragged her towards the curtained area. "No!" She looked back at Elena, who was being held by another Cyberman. "Elena, help!"

"Jackie!" Elena shouted. She tried freeing herself, but couldn't. "Jackie!"

All of a sudden, the Cyberman leading Jackie stopped, releasing its grip on her as he spoke to one of his fellows.

"Cyberleader One has been terminated." the Cyberman said.

"Explain." Jackie's Cyberman said. "Download shared files."

Elena watched as another Cyberman came up to her Cyberman and the two seemed to be communicating electronically. She nodded to Jackie towards an opening and slowly made her way to Jackie while keeping an eye on the two. When she was two feet away, she heard mechanical footsteps and stopped, thinking she was caught. She looked back and saw the two Cybermen walk out of the room. She hurried to Jackie's side and the two looked at one another. "Now's a good time to make a break for it, Jackie."

Jackie nodded and the two woman slowly maneuvered around the two Cybermen, keeping an eye on them as they snuck away.

"I will be upgraded to Cyberleader." the first Cyberman proclaimed.

"Go!" Elena whispered.

≈ΘҖ≈

The two dashed down a back stair as fast as they could, wanting to get as far from the Cybermen as possible.

They ran down the staircases, Jackie looking back.

"Don't look back, Jackie!" Elena said. "Just keep running!"

≈ΘҖ≈

Jake spoke to his group. "Defend this room. Chrissie, monitor communications." The Doctor put on his 3D glasses, using them to look at the group. "Kill one Cyberleader and they just download into another." the Doctor took the specs off. "Move!"

They hurried from the room to do as they're told, leaving the Doctor alone with Jake.

"You can't just- just- just _hop_ from one world to another. You _can't_." the Doctor said.

"We just did." Jake said. "With these." He chucked something at the Doctor.

The Doctor looked at it and saw it looked like a large yellow button on a chain that's be worn around the neck. "But that's impossible. You can't have this sort of technology."

"We've got our own version of Torchwood." Jake said. "They developed it. Do you wanna come and see?" he pressed his own button.

The Doctor threw his hand out, wanting to stop him. "_NO_!"

But too late. They both disappeared.


	4. The Battle of Canary Wharf

They reappeared in the same room, except it was considerably darker and looked as though there had been a recent struggle. There were wires and equipment was strewn all over the floor.

"Parallel Earth. Parallel Torchwood." Jake said. "Except we found out what the institute was doing and the people's republic took control."

"I've gotta get back. Rose is in danger." the Doctor said urgently. "And her mother. There's also a girl called Elena and her parents. They're in danger too."

A man walked into the room, followed by two soldiers. "That'd be Jackie."

The Doctor looked up in surprise. It was Pete. From _this_ world.

"My wife in a parallel universe." Pete said. "And as for you, Doctor, at least this time I know who you are."

The Doctor ran over to him. "Right, yes, fine, hooray. But I've gotta get back. Right now."

Pete seemed to be very calm. "No, you're not in charge here. This is our world, not yours. And you're gonna listen for once."

The Doctor looked at him darkly, falling silent.

≈ΘҖ≈

Whilst the Daleks were crowded around the Genesis Ark, not all paying attention to the humans, Mickey showed the others his own yellow button.

"What is that?" Leo asked.

Mickey looked at him. "Transport device. I could transport out of here, but it only carries one." he looked at Rose. "And I'm not leaving you."

Rose stared at him. Taken back by his devotion to her. "You'd follow me anywhere. What did I do to you all those years ago?"

Mickey smirked. "Guess I'm just stupid."

Rose squeezed his hand. "You're the bravest man I've ever met."

"What about the Doctor?"

"Oh, all right. Bravest _human_."

They smiled at one another.

Mickey's face became somber. "Well, I can't think what the Daleks need with me. I'm nothing to them."

"You could be." Rose said. Whatever's inside that Ark is waking up and I've seen this happen before. The first time I saw a Dalek, it was broken. It was dying. But I touched it. The moment I did that... I brought it back to life." She looked at them, keeping her voice low. "As the Doctor said... when you travel in time in the TARDIS, you soak up all this... um... background radiation. It's harmless, it's just there. But in the Time War, the Daleks evolved so they could use it as a power supply."

"TARDIS?" Leo asked. "Traveling in time?"

"Time War?" Betsie asked. "What are you two talking about?"

Rose looked at them. "We'll explain everything later, I promise."

Mickey gazed at her with such love. "I love it when you talk technical."

"Shut up." Rose said, looking at him. "If the Daleks have got something inside that thing that needs waking up..."

"They need you."

"YOU'VE traveled in time. Either one of us would do."

"But why would they build something they can't open themselves?"

The black Dalek interjected. "The technology is stolen. The Ark is not of Dalek design."

Betsie asked. "Then who built it?"

"The Time Lords." was the answer. The four watched as the four Daleks shuffled around the Ark. "This is all that survives of their Home World."

"What's inside?" Leo asked.

"The future."

Rose stares at the Ark and the surrounding Daleks with fearful apprehension.

≈ΘҖ≈

The Doctor was pressed up against the white expanse of wall in the parallel Torchwood, squinting as if trying to hear something.

Pete stood behind him. "When you left this world, you warned us there'd be more Cybermen. So we sealed them inside the factories."

The Doctor turned and pressed his back against the wall, crossing his arms.

"Except people argued." Jake added. "Said they were living. We should HELP them."

"And the debate went on. But all that time, the Cybermen made plans." Pete said. "Infiltrated this version of Torchwood, mapped themselves onto your world, and then vanished."

"When was this?" the Doctor asked.

"3 years ago." Pete answered.

They strolled down the room.

"It's taken them 3 years to cross the void, but we can pop to and fro in a second." the Doctor said. "Must be the sheer mass of five million Cybermen crossing all at once."

"Yeah, Mickey said you'd rattle off that sort of stuff." Pete said.

"Oh, where is the Mickey-boy?" the Doctor asked, looking around, seeing if he could spot Mickey.

"He went ahead first." Pete said. "Any chance to go and find Miss Rose Tyler."

"She's your daughter. You do know that?" the Doctor said. "Did Mickey explain?"

"She's not _mine_." Pete argued. "She's the child of a dead man."

They've now reached the window and looked down at the scene below.

"Look at it. A world of peace. They're calling this 'The Golden Age'."

"Who's the President now?"

"A woman called Harriet Jones."

The Doctor exhaled. "I'd keep an eye on her."

"But it's a lie. Temperatures have risen by two degrees in the past six months." Pete said. "The ice caps are melting. They're saying all this is gonna be flooded. That's not just global warming, is it?"

"No."

"It's the breach."

"I've been trying to tell you." the Doctor said irritatedly. "Travel between parallel worlds is impossible. Then the Daleks break down the walls with the sphere..."

"Daleks?" Pete asked.

"Then the Cybermen traveled across, then you lot—those disks—every time you jump from one reality to another, you rip a hole in the universe. This planet is starting to boil. Keep going and BOTH worlds will fall into the Void." he walked away.

"But you can stop it?" Pete asked, following. The Doctor stopped and faced him. "the famous Doctor...? You can seal the breach?"

"Leaving five million Cybermen stranded on my Earth." the Doctor stated.

"That's your problem." Pete said. "I'm protecting this world, and this world only."

The Doctor laughed softly and then looked at Pete up and down. "Hm... Pete Tyler... I knew you when you were dead. Now here you are, fighting the fight... alone..." he stepped closer to him. "There is a chance... back on my world... Jackie Tyler might still be alive."

"My wife died."

"Her husband died. Good match."

"There's more important things at stake." Pete said before pleading. "Doctor... help us."

The Doctor backed away. "What? Close the breach? Stop the Cybermen? Defeat the Daleks? Do you believe I can do that?"

Pete looked at him confidently and with a smile. "Yes."

The Doctor stared at Pete. "Maybe that's all I need." he then grinned. "Off we go, then!"

≈ΘҖ≈

The Doctor, Jake and Pete reappeared in the Doctor's World.

The Doctor put his button in his pocket and rushed to the phone in Yvonne's office. "First of all, I need to make a phone call. You don't mind?"

"You two, guard to door." Jake ordered the soldiers.

Pete watched the Doctor as he hurriedly dialed Jackie's number on the phone in Yvonne's office.

≈ΘҖ≈

Elena and Jackie were still running down the stairs when Jackie's phone began running.

Answering, Jackie exclaimed. "Help me! Oh, my God, help me."

≈ΘҖ≈

Hearing her voice, the Doctor was relieved. "Jackie, you're alive! Is Elena there with you?"

"Yes, she's with me."

"Good. Listen..."

"They tried to download me, but Elena and I ran away!" Jack screeched hysterically.

The Doctor heard Elena's voice in the background. "Jackie, calm down!"

The Doctor tried shushing Jackie as she continued her hysterical screeching. "Listen, tell me... where are you and Elena?"

≈ΘҖ≈

Jackie and Elena were still running down the stairs. "I don't know! Staircase."

≈ΘҖ≈

"Yeah, which one? Is there any... any sort of sign?" the Doctor asked. "Anything to identify it?"

"Yes! A fire extinguisher!"

The Doctor rolled his eyes and said in a sarcastic tone. "Yeah, that helps..."

≈ΘҖ≈

Elena quickly saw a sign on the wall. "Jackie, give me your phone." Jackie did. "Doctor?"

≈ΘҖ≈

A look of a happiness came over the Doctor and he grinned. "Elena! Good to hear your voice!"

"And yours."

The Doctor became serious. "Now tell me, is there _anything_ that can tell me where you and Jackie are?"

≈ΘҖ≈

"Yeah." Elena said. "There's a sign that says "N3". North corner..."

≈ΘҖ≈

"...North corner, staircase 3." the Doctor and Elena said unison and grinned. "Oh, brilliant! Just keep yourselves low. We're trying our best."

"You got it."

≈ΘҖ≈

Jackie looked at Elena. "What's happenin'?"

Elena looked at Jackie. "The Doctor wants us to keep low. Meaning to continue on what we're doing. I think he has backup that needs his attention right now."

Eyes wide with fear, Jackie grabbed the phone. "No, don't leave me!"

≈ΘҖ≈

"I've gotta go." the Doctor said. "I'm sorry. And... you're not alone. You have Elena there. She'll help keep you safe." He then put the phone down and turned to Pete. "Jacqueline Andrea Suzette Tyler."

Pete looked confused. "She's not my wife."

"I was at the wedding." the Doctor said. He then said in an accusing tone. "You got her name wrong." He then went to Jake and took his gun off him. "Now then, Jake-y boy, if I can open up the bonding chamber on this thing, it could work on polycarbide."

"What's polycarbide?"

"Skin of a Dalek."

≈ΘҖ≈

In a corridor, a white sheet of A4 paper was attached to stick, making a flag. It popped around the corner and waved comically.

The Doctor followed a few seconds later, looking. "Sorry."

A short ways down, the Cybermen spun around and looked at him.

"No white flag." the Doctor apologized. "I only had a sheet of A4. Same difference."

The Cybermen held their fists up, ready to fire. One marched towards the Doctor while the others stayed. "Do you surrender?

The Doctor marched forward to meet the Cyberman. "I surrender. Unto you." the two were nose-to-nose. "A very good idea." he grinned.

≈ΘҖ≈

The Daleks backed away from the Genesis Ark.

"Final stage of awakening." Dalek Cann said.

"Your handprint will open the Ark." Dalek Sec ordered.

"Well tough." Rose said. "'cos I'm not doing it."

"Obey or these three will die." Dalek Sec said.

Not wanting anymore deaths, Rose immediately moved towards the Ark. "I can't let them."

"Rose, don't." Mickey said.

"Rose!" Leo said.

"You can't!" Betsie said.

"Place your hand upon the casket." Dalek Sec said.

Rose turned to Dalek Sec and angrily said. "All right!" she turned back to Ark. "You're gonna kill us anyway, so what the hell?" She turned back to the Dalek and went over, standing right in front of it. She was trying to prolong the Daleks from ordering her to place her hand on the Ark and hopefully... the Doctor would come up with a plan to save them. "If you um... escaped the Time War... don't you want to know what happened?"

"Place your hand..." Dalek Sec ordered.

"What happened to the Emperor?" Rose asked.

Leo and Betsie looked at one another and then to Rose.

"I didn't know Daleks had an Emperor."

Rose looked at them. "Oh, yeah."

"The Emperor survived." Dalek Sec said.

Rose looked back at him. "'Til he met me... 'cos if these are gonna be my last words..." her face turned hard, as did her voice. "... then you're gonna listen. I met the Emperor. And I took the Time Vortex and I pulled it into his head and turned him into dust. Do you get that? The God of all Daleks... and I destroyed him." She gave the Dalek a gloating smile and laughed.

"I don't think you should have done that Rose." Betsie warned.

Now furious, Dalek Sec ordered. "You will be EXTERMINATED!"

"Oh now, hold on." the Doctor said. "Wait a minute."

Everyone turned and saw the Doctor in the doorway.

"Alert, alert!" Dalek Sec said. "You are the Doctor."

Rose and the others smiled in delight at seeing the Doctor, who sauntered into the room, wearing his 3D specs.

"Sensors report he is unarmed." Dalek Thay said.

"That's me." the Doctor said lightly. "Always."

"Then you are powerless." Dalek said.

"Not me." The Doctor said having reached Rose and the others. He took specs off with a flourish. "Never." he looked at Rose. "How are you?"

Grinning, Rose said. "Oh, same old, you know."

"Good!" the Doctor said before looking at Mickey. "And Mickity-McMickey!" they bashed fists. "Nice to see ya!"

"And you, boss." he grinned.

The Doctor then looked at Leo and Betsie. "Are you two all right?"

"Fine." Betsie nodded, smiling.

"Yeah." Leo smiled before frowning. "Where's Elena? Is she all right?"

"She's fine. She's safe." the Doctor soothed. "She's with Jackie, Rose's mother."

"Social interaction will cease!" Dalek Jast ordered.

"How did you survive the Time War?" Dalek Sec asked.

"By fighting." the Doctor said. "On the front line." Mickey turned, as if this was the first time he has heard of this. Leo and Leo did the same. "I was there at the fall of Arcadia. Someday I might even come to terms with that. But you lot... ran away!"

"We had to survive." Dalek Sec said.

"The last four Daleks in existence." the Doctor said. "So what's so special about YOU?"

Rose spoke in a low voice to him. "Doctor, they've got names. And Daleks don't have names, do they? One of them said they..."

"I am Dalek Thay."

"Dalek Sek."

"Dalek Jast."

"Dalek Caan."

The Doctor seemed delighted by this revelation. "So THAT'S it! At last... the Cult of Skaro. I thought you were just a legend."

Leo looked confused. "Doctor, who are they?"

Strolling around the Daleks, the Doctor answered. "A secret order. Above and beyond the Emperor himself. Their job was to imagine. Think as the enemy thinks. Even dared to have names." he then said distastefully. "All to find new ways of killing."

"So..." Betsie said. "They're like... Daleks with their own freewill?"

"You could say that." the Doctor said. "Yeah."

Micky gestured to the Ark. "But that thing, they said it was yours. I mean, Time Lords. They built it. What does it do?"

The Doctor glanced at it. "I don't know. Never seen it before."

"But it's..." Rose said. "... Time Lord."

The Doctor looked at the group. "Both sides had secrets." he then spoke to the Daleks. "What is it? What have you done?"

"Time Lord science will restore Dalek supremacy." Dalek Sec said.

"Leo looked at Dalek Sec in confusion. "What does that mean?"

"What sort of Time Lord science?" the Doctor asked. "What do you mean?"

"They said one touch from a time traveler..." Betsie said. "...will wake it up."

A look of realization came over the Doctor. "Technology using the one thing a Dalek can't do. Touch. Sealed inside your casing. Not feeling anything... ever... from birth to death, locked inside a cold metal cage." he then whispered. "Completely alone. And that explains your voice. No wonder you scream."

"The Doctor will open the Ark!" Dalek Sec ordered.

The Doctor laughed crudely. "The Doctor will not."

"You have no way of resisting."

"Well... you got me there." the Doctor said. "Although... there is always this." He took his sonic screwdriver out of his pocket.

"A sonic probe?" Dalek Sec asked.

"That's "screwdriver"." the Doctor corrected.

"It is harmless." Dalek Sec said scornfully.

"Oh yes. Harmless is just the word." the Doctor agreed. "That's why I like it. Doesn't kill, doesn't wound, doesn't maim. But I'll tell you what it does do. It is VERY good at opening doors." He activated the screwdriver and immediately the doors explode inwards. Jake, his men, and the Cybermen leapt into action, firing their guns at the Daleks.

"Delete! Delete! Delete! Delete!"

"Alert!" Dalek Caan said. "Casing impact, casing impact!"

The Doctor and Rose flung themselves to the ground, trying to avoid the guns.

"Rose, get out!" the Doctor yelled. "Leo! Betsie, you too!"

Rose made her way towards the door, but stumbled.

"Fire power insufficient!" Dalek Sec said. "Fire power insufficient!"

Pete helped Rose to her feet. She was surprised to see him. There was obviously no time for him to explain. They made for the door. Mickey picked up a gun and started firing anywhere.

"Daleks will be deleted. Delete! Delete!"

The Doctor managed to reach Rose, Leo, Betsie, and Pete where they stood in the doorway, out of harms way.

"Mickey, come on!" Rose yelled at Mickey, who was still in the midst of the chaos.

"Adapt to weaponry!" Dalek Thay ordered.

"Fire power restored!" Dalek Sec said.

The Dalek fired once at a Cyberman, immediately destroying it. Jake managed reaching the door, but Mickey lost his footing and accidentally placed his hand upon the Genesis Ark, leaving a red hot mark there. He dashed for the door.

"Cybermen primary target." Dalek Sec said.

Mickey winced in pain as he looked at his hand. The rest of Jake's men managed slipping through the door before it closed and sealing both the Daleks and the Cybermen inside.

≈ΘҖ≈

"Jake, check the stairwell." the Doctor ordered. "The rest of you, come on!"

≈ΘҖ≈

Inside, the Daleks finished off two more of the Cybermen. The Doctor and his friends ran, Mickey brandishing the gun as he went. Steam poured from the gaps in the Genesis Ark.

"Cybermen have been exterminated." Dalek Sec said. "Daleks are supreme."

"The Genesis Ark is primed." Dalek Jast said.

"The Ark needs area of thirteen square miles." Dalek Sec said. "Move!"

The Ark glided smoothly across the floor.

"Genesis Ark mobile!" Dalek Jast said.

≈ΘҖ≈

Mickey, Rose, Leo, Betsie, and the Doctor were running down a corridor.

"I just fell!" Mickey exclaimed, referring to his hand that touched the Ark. "I didn't mean it!"

"Mickey, without us, they'd have opened it by force." the Doctor said, not at all upset. Actually, he was rather glad. "To do that, they'd have blown up the sun. You've done us a favor!" he kissed the top of Mickey's head. "Now, run!"

≈ΘҖ≈

Jackie and Elena were still hurrying down the stairs.

"Stop!" Elena hissed.

They came to an abrupt halt and saw Cybermen approaching from the bottom of the stairs. They ran rack up again and exited the stairwell.

≈ΘҖ≈

Jackie and Elena started down a corridor. Both yelped when they came face to face with two Cybermen.

"You will be upgraded." the Cybermen said.

"I don't think so, pal." Elena said, backing up.

"No, but you can't!" Jackie whimpered. "Please-"

All of a sudden, the Cybermen were shot from behind and fell to the ground, dead. Pete aimed a gun behind them, accompanied by the Doctor, Leo, Betsie, Rose, and Mickey. Once the smoke cleared, Elena and Jackie saw...

"Mum! Dad!" Elena laughed and ran over to her parents, hugging them.

"Elena!" Leo laughed, hugging her back.

"Oh, my sweet daughter!" Betsie cried happily.

The Doctor smiled, watching the family reunion.

Jackie's eyes widen and couldn't believe who she was seeing. Her husband... the man who thought was dead. "Pete!"

In the background, Rose's hands went to her mouth.

"Hello, Jacks." Pete greeted.

Almost annoyed, Jackie's tone became plaintive. "I said there were ghosts. But that's not fair. Why him?"

"I'm not a ghost." Pete said.

"But you're dead." Jackie exclaimed, still believing it was _her_ Pete. "You died 20 years ago, Pete."

Stepping forward tentatively, the Doctor attempted to explain. "It's Pete from a different Universe. There are parallel worlds, Jackie. Every single decision we make creates a parallel existence, a different dimension where..."

"Oh, you can shut up." Jackie snapped.

And for once, the Doctor did, stepping back into the background. Elena smiled and patted the Doctor's arm comfortingly.

Pete smiled at Jackie.

Gazing at Pete, Jackie had a dreamy look about her. "Oh... you look old."

"You don't."

"How can you be standing there?"

"Just got lucky... lived my life." Pete answered. "You were left on your own. You didn't marry again, or...?"

"There was never anyone else." Jackie said quietly.

The Doctor and Mickey smirked.

"20 years, though." Jackie continued. "Look at me. I never left that flat. Did nothing with myself."

"Brought HER up. Rose Tyler."

The Doctor, Elena, Leo, Betsie, and Mickey smiled.

"That's not bad."

"Yeah." Jackie whispered.

"In my world, it worked." Pete said. "All those daft little plans of mine. They worked. Made me rich."

"I don't care about that." Jackie said. There was a pause before she asked. "How rich?"

"Very."

"I don't care about that." another pause. "How very?"

Pete laughed. Rose rolled her eyes and the Doctor smiled fondly.

Pete then became somber, still gazing at Jackie. "Thing is though, Jacks, you're... you're not my wife. I'm sorry, but you're not. I mean, we both..."

Jackie nodded, understandingly.

Pete looked at her, fighting the urge to run to her and hug her. "You know, it's just sort of..." he gave in and started towards her. "Oh, come here."

Jackie and Pete ran and met each other. Jackie starting crying as Pete swept her off the ground in a huge hug.

Elena smiled at the scene. Leo and Betsie wrapped their arms around her.

≈ΘҖ≈

The Daleks burst through the doors of the factory floor and met rows of Cybermen.

"Exterminate!" Dalek Sec ordered.

"Delete!"

They fired at each other. The Cybermen's rays bounced off the Dalek's armor, but the Dalek's exterminator beams were a lot more effective. Cries of 'delete!' and 'exterminate!' filled the air, along with the shouts of the surrounding soldiers who were shooting at both parties. The Daleks accompany the Ark.

"Emergency!" the new Cybereader ordered. "All units will converge on the Torchwood Tower."

≈ΘҖ≈

In answer to him, all the Cybermen marched out into the road as one, and started in the direction of Canary Wharf, hearing their Cyberleader repeat the order. "Repeat - all Cybermen to Torchwood."

The frightened families stood outside their houses, watching the Cybermen leave.

≈ΘҖ≈

The Doctor opened the door to where the battle between the Cybermen and the Daleks was taking place, peering inside. Elena saw he seemed to be waiting for the right moment to enter.

The Doctor dove into the room, watched anxiously by Rose and Elena. Rose winced every time a beam passed near the Doctor. The Doctor picked up two of the magnaclamps, using them to deflect the rays from himself. He made his way back towards the door with them, dodging the beams. He tripped over a Cyberman's body.

"Doctor!" Elena whispered worriedly.

"Come on, please." Rose whispered worriedly.

The Doctor quickly got to his feet and slipped through the door safely. Rose closed it after him. After a few moments, the Doctor opened it again, peering around, this time wearing the 3D specs.

Dalek Sec looked up towards the roof. "Override roof mechanism." The roof began opening slowly. "El-ev-ate."

Elena looked on confused. "Weird. Why would they need to go outside?"

"What're they doing?" Rose asked.

The Doctor was just as baffled. "Time Lord science- WHAT Time Lord science?" he took the specs off. "What is it?"

Dalek Sek elevated through the ceiling into the open air with the Ark. The Doctor shut the door.

≈ΘҖ≈

The Doctor ran back down the corridor, shouting to the others as he went. "We've gotta see what it's doing, we've gotta go back up! Come on! All of you! Top floor!"

"That's 35 floors up!" Jackie exclaimed. "Believe Elena and me! We've done 'em all."

Popping his head out of the lift, Jake suggested. "We could always take the lift..."

≈ΘҖ≈

As Dalek Dec rose up the side of Canary Wharf, the lift rose to the top floor.

"The Genesis Ark will open."

The Ark opened slowly to reveal a Dalek and the Ark began to spin.

≈ΘҖ≈

The Doctor and the others stepped out of the lift on the top floor and rushed to the window. The Doctor dumped the magnaclamps down on Yvonne's desk as he went. Everyone watched as the Genesis Ark spun, Daleks shot out of it, more and more of them.

The Doctor stared in horror. "Time Lord science..."

"... it's bigger on the inside than it is on the outside." Elena muttered.

The Doctor stared at her while all Elena did was continue staring at the Ark.

"Did Time Lords put those Daleks in there?" Mickey asked, gaining the Doctor's attention. "What for?"

"It's a prison ship."

"How many Daleks?" Rose asked.

"Millions."

Leo and Betsie's eyes widen. "Means a lot of people will die."

≈ΘҖ≈

The Daleks spread out over London.

≈ΘҖ≈

The Cybermen marched down a street before stopping as one and fired their weapons up into the air at the Daleks, which had no effect on the Daleks. None whatsoever.

"Exterminate all life forms below." Dalek Sec ordered. "Ex-ter-min-ate!"

The Daleks fired at the terrified people running below them.

≈ΘҖ≈

Pete walked away from the window. "I'm sorry, but you've had it. This world's gonna crash and burn. There's nothing we can do. We're going home. Jacks, take this." He tossed Jackie one of the yellow buttons.

"But they're destroying the City!"

"I'd forgotten you could argue." Pete said affectionately. He looped the button around her neck himself. "It's not just London, it's the whole world." He took Jackie's face in his hands, making her look at him. "But there's another world, just waiting for you, Jacks. And it's safe. As long as the Doctor closes the breach. Doctor?"

The Doctor turned from the window with his 3D specs on and a big grin. He then spoke in a gleeful tone. "Oh, I'm ready. I've got the equipment right here. Thank you, Torchwood!" He dashed to a computer. "Slam it down and close off both universes."

"Reboot systems."

"But we can't just leave." Rose said. "What about the Daleks? And the Cybermen...?"

The Doctor stood. "They're part of the problem. And THAT makes them part of the solution. Oh yes!"

Rose laughed nervously.

Elena noticed the Doctor seemed to a new lease of life

"Well?! Isn't anyone gonna ask?" the Doctor asked. "What is it with the glasses?"

"Yeah?" Elena said. "I've always wondered about them? Why do you always keep on putting them on and taking them off?"

"I can SEE! That's what!" the Doctor exclaimed gleefully. "'Cos we've got two separate worlds, but in-between the two separate worlds, we've got the Void. That's where the Daleks were hiding. And the Cybermen traveled through the Void to get here!And you lot... one world to another, via the Void! Oh, I like that. Via the Void! Look!" He pressed the glasses onto Rose's face. "I've been through it. Do you see?" He dodged about so Rose can see, with the aid of the glasses, that he was surrounded by floating green and red particles. She reached out to try and touch them.

"Reboot in three minutes."

"Void stuff." the Doctor said.

"Like um..." Rose said. "background radiation!"

"That's it." the Doctor grinned. "Look at the others." Rose turned and looked at Jake, Elena, Leo, Betsie, Mickey, Jackie and Pete. Elena, Leo, Betsie, and Jackie were the only ones not surrounded by the 'Void Stuff'.

The Doctor pointed to them. "The only ones who haven't been through the Void are Elena, Leo, Betsie, and your mother. First time she's looked normal in her life."

Elena and Rose giggled.

"Oi!" Jackie huffed.

The Doctor dashed into the clear white area, Rose and Elena following.

"The Daleks lived inside the Void." the Doctor said. "They're bristling with it. Cybermen... all of them. I just open the Void - end of verse. The Void stuff gets sucked back inside."

"PULLING them all in." Elena grinned.

"Pulling them all in!" the Doctor repeated.

"Sorry... what's... what's the Void?" Mickey asked.

"Yeah." Leo asked. "I'd like to know too."

"The dead space." the Doctor said. "Some people call it 'Hell'."

Mickey looped the button around his neck. "So... you're sending the Daleks and Cybermen to Hell." he smiled at Jake. "Man, I told you he was good."

"But it's... like you said..." Rose said. "We've ALL... except Elena, her parents, and my mum, have got Void stuff. Me too, 'cos we went to that parallel world." She flexed her fingers, examining the particles floating around them. She pulled the glasses off. The Doctor stood before her. She then spoke to the Doctor. "We're all contaminated. We'll get pulled in."

"That's why you've gotta go."

"Reboot in two minutes."

Rose stared at him, uncomprehending.

"Back to Pete's world." the Doctor said before pointing at Pete. "Hey, we should call it that - 'Pete's World'." he looked back at Rose. "I'm opening the Void, but only on this side. You'll be safe on that side."

Rose continued staring at him.

"And then you close it." Pete asked with hope. "For good?"

"The breach itself is soaked in Void Stuff." the Doctor said. "In the end it'll close itself. And that's it. Kaput."

It seemed Rose was just starting to realize what this meant. "But you stay on THIS side...?"

"But you'll get pulled in." Mickey said.

The Doctor held Rose's gaze for a moment before he ran over to the magnaclamps. Rose stayed put, looking like she had just been slapped around the face.

"That's why... I got these." the Doctor said, holding a magnaclamp. "I'll just have to hold on tight... I've been doing it all my life."

"I'm supposed to go." Rose said.

"Yeah." the Doctor said.

"To another world, and then it gets sealed off."

"Yeah." the Doctor said. It was obvious he didn't want to talk about this because he went to another of the computers.

"Forever." Rose said before laughing at the absurdity of the idea. "That's not gonna happen. And what about Elena her parents? You're going to let them stay here?"

"We don't have any spare buttons, Rose." Pete said.

Just then a crash came from outside, shaking the building.

"We haven't got time to argue." Pete said briskly. "The plans works, we go in. You too. ALL of us."

"No, I'm not leaving him!" Rose said angrily.

"I'm not going without her." Jackie said.

"Oh, my God." Pete argued. "We're GOING."

"I've had 20 years without you, so button it." Jackie said. "I'm not leaving her."

Rose turned her mother around. "You've GOT to."

Jackie's voice rose. "Well, that's tough!"

"Mum..."

"Reboot in one minute."

Rose voice trembled with suppressed tears as she spoke in soft voice. "I've had a life with you for 19 years. But then I met the Doctor and... all the things I've seen him do for me. For you. For all of us. For the whole... stupid planet and every planet out there. He does it alone, mum."

Behind her, the Doctor was watching her with terrible sadness in his eyes as he silently took a button on a chain out of his pocket. Elena and her parents saw this and kept silent.

"But not anymore." Rose said, backing away from Jackie and towards the Doctor. "'Cos now he's got me." The Doctor looped the chain around her neck. "What're you-?"

Pete quickly pressed the button and everyone with a button around their necks disappeared, leaving the Doctor, Elena and her parents.

≈ΘҖ≈

The others reappeared in the parallel Torchwood.

Rose looked around before saying under her breath. "Oh no you don't. He's not doing that to me again." She pressed down on the button.

≈ΘҖ≈

Rose reappeared. "I think this is the on switch..."

The Doctor and the others stared at her.

"Rose, what have you done?!" Elena exclaimed.

≈ΘҖ≈

Pete snatched Jackie's button away from her before she could press it.

"But I've gotta go back!"

"The Doctor said every time we use one of these, it damages the whole world." Pete said forcefully. "Now THAT'S IT."

"She's your daughter!" Jackie argued.

"She's _your_ daughter, not mine." Pete said. He walked away, snatching Mickey's button away.

"Mickey, tell him." Jackie said desperately. "Tell him, Mickey! MICKEY!"

Mickey didn't respond.

≈ΘҖ≈

The Doctor grabbed Rose roughly by the shoulders, stooping slightly so he could look straight into her eyes and tried drumming some sense into her. "Once the breach collapses, that's IT. You will never be able to see her again. Your own mother!"

"I made my choice a long time ago, and I'm never gonna leave you." Rose said calmly, but her voice was trembling slightly.

Elena shook her head. "You have no idea the choice you've made, Rose. You may think your choice is the right one, but it isn't. Nothing is more important than family."

The Doctor stared at Rose for a moment, stunned before releasing his grip.

"So what can I do to help?" Rose asked, ignoring Elena.

"Systems rebooted. Open access."

Rose stubbornly held the Doctor's gaze.

He finally gave in and pointed to a computer. "Those coordinates over there. Help Elena set them all at six."

Rose did as she's told.

The Doctor watched her walk to the computer.

"And hurry up!" the Doctor yelled, sounding almost angrily.

Rose leaned over the computer, taking her button from around her neck, glancing at the Doctor nervously.

Elena began typing.

≈ΘҖ≈

Jackie pushed Pete away from her. "Get away from me!" and then broke down in tears, her hands over her eyes.

≈ΘҖ≈

"Doctor, we've got Cybermen on the way up." Elena said, looking at the computer.

The Doctor, Leo, and Betsie ran to Rose and Elena. The Doctor asked. "How many floors down?"

"Just one." Rose answered.

Looking at the screen, everyone saw the Cybermen marching up the stairwell.

≈ΘҖ≈

"We will retreat through the breach." the Cyberleader said. "Regain the Home World."

A Cyberman appeared at the top of the stairs, pointing a gun at the others. When it spoke, Yvonne's voice was discernible through the Cybertones.

"You will not pass." Yvonne/Cyberman said.

"What is the meaning of this?" the Cyberleader asked.

"You will NOT pass." Yvonne/Cyberman repeated before pulling the trigger and destroying the other Cybermen with a bright ray of white light. "I did my duty for Queen and Country. I did my duty for Queen and Country. I did my duty for Queen and Country." as she spoke these words, she shed a single black tear.

≈ΘҖ≈

The Doctor tapped in a command on the laptop.

"Levers operational."

The Doctor grinned.

"That's more like it, bit of a smile!" Rose grinned, cheered by this. "The old team...!"

Picking up a magnaclamp, the Doctor went to her. "Hope and Glory, Mutt and Jeff, Shiver and Shake!"

"Which one's Shiver?"

"Oh, I'm Shake." The Doctor said and dumped the Magnaclamp on her. Next moment, they both attached them to the wall next to the levers on opposite sides of the room. "Press the red button."

Rose did.

≈ΘҖ≈

Still in the air, Dalek Sec ordered. "Breach active. It is the Doctor! Exterminate him!"

Four of the Daleks swooped towards Torchwood Tower, with cries of 'exterminate!'

≈ΘҖ≈

Speaking very fast, the Doctor said. "When it starts, just hold on tight. Shouldn't be too bad for us but the Daleks and the Cybermen were in Void Stuff. Elena, you and I hold onto one. Rose, you, Leo, and Betsie hold onto the other. Are you ready?"

Nodding, Elena and her parents got into position.

The Doctor and Rose went over to their levers.

Rose stared out of the window. "So are they."

The Daleks appeared at the window.

"Here they come!" Leo yelled.

"Let's do it!" the Doctor shouted. He and Rose pushed the levers upwards and then hurriedly took hold of the magnaclamps.

"Online."

The area was filled with the white light once more, but this time, everyone saw there was also the sound of a strong wind and the Daleks were being sucked through the window, smashing through the glass as they were being pulled into the same white light and back to the Void. Everyone held onto the clamps tightly, struggling to hold on.

Over the wind, the Doctor shouted with glee. "The breach is open! Into the Void! Ha!"

Elena laughed. "Hooah!"

≈ΘҖ≈

In London, India, and Paris, Cybermen all over the world were lifted into the air and zoomed across the land to Torchwood Tower, along with millions of Daleks, all shrieking, all powerless as they hurtled into the Void.

≈ΘҖ≈

"Emergency temporal shift!" Dalek Sec said and vanishes.

The Genesis Ark was sucked into Torchwood Tower and people started to come out of their hiding places to watch.

≈ΘҖ≈

Rose smiled at Leo and Betsie, who smiled back, laughing and then at Elena and the Doctor, who smiled as well. Suddenly, there came a small explosion of sparks and the lever on Rose's side moved back into the 'off' position. Everyone's smiles faded.

"No!" Elena shouted. "We need to get it back online!"

"Offline."

"Hold on!" the Doctor shouted.

Elena saw the suction was beginning to ease and some of the Daleks were just hovering there, screaming. Over the wind and with too busy with getting the lever back online, none saw one of the Daleks shoot two beams or the screams that followed.

Elena saw Rose reaching for the lever whilst trying to keep her grip on the clamp, but the lever was just slightly too far away. Her eyes widen in realization. "Rose, don't!"

Ignoring her, Rose strained to reach it and eventually falling onto it. Elena and the Doctor watched, full of dread.

Rose whimpered as she struggled with the lever. "I've gotta get it upright!"

"Rose, you do that and you'll probably be pulled into the Void!" Elena yelled.

Rose pushed the lever upwards, groaning with the effort and finally managed to push the lever upright.

"Online and locked."

The suction increased once more and both the Doctor and saw Rose had nothing to hold on to, but the lever.

"Rose, hold on!" the Doctor shouted desperately, reaching out for her.

Elena also reached for Rose. "Rose, hold on! You can do it!"

But with Void's suction, it was nearly impossible to keep her grip, but Rose held onto the lever with all her strength. She winced, crying out.

"HOLD ON!" Elena and the Doctor screamed.

Rose moaned, feeling her strength almost spent. Elena and the Doctor stared at her in absolute terror. Both reached out to her in vain. With one last cry, Rose's grip finally slipped and she was pulled inexorably towards the Void, crying out.

"ROSE!" Elena and the Doctor screamed.

Rose screamed as she hurtled towards the Void.

"NO! ROSE!" Elena yelled.

Just as Rose reached the breach, Pete appeared and Rose fell into his arms. Rose only had a short amount of time to glance over her shoulder at the Doctor before she and Pete vanished. The Doctor and Elena stared at the place where Rose and Pete disappeared. The Doctor was breathing very heavily while Elena could only stare, still reaching out for Rose. Both watched as the breach closed itself and the wind died down, leaving the place silent.

"Systems closed."

≈ΘҖ≈

In the parallel Torchwood, Rose hammered on the wall in hysteria. "Take me back! Take me back!" She broke down into tears of raw grief, slamming her fists against the wall like there's nothing else. She yelled through her tears. "Take me back..."

Pete took his button from around his neck and looked at it for a moment. "It's stopped working. He did it. He closed the breach."

Sobbing, Rose laid her hands pressed against the wall. "No..."

≈ΘҖ≈

The Doctor and Elena slowly walked up. Elena stopped a few feet away and watched the Doctor walk up to the wall, laying one palm flat against it, and then rested his head there, empty.

≈ΘҖ≈

As sensing his presence there, Rose suddenly pressed her cheek against the wall like... she listening for him, palm matching his. They stayed that way for a long moment, just feeling each other. Another sob escaped from Rose.

≈ΘҖ≈

The Doctor finally let his hand slide down the wall.

≈ΘҖ≈

Rose did the same, as if she knew he's no longer there, feeling the loss.

≈ΘҖ≈

The Doctor turned from the wall, expressionless.

"Doctor..." He looked at Elena. "I'm... I'm sorry. About Rose." she took a deep breath. "I know she must mean a great deal to you."

The Doctor gave a small thankful smile. "Thank you."

Elena nodded.

"El... Elena."

The two looked around and Elena's eyes widen.

"Oh my God." She ran and saw her parents were flat on their backs. "Mum? Dad?" tears brimmed her eyes.

Betsie smiled weakly. "Elena."

"You're gonna be fine, mum." Elena smiled. "You're gonna be all right." The Doctor slowly walked up. She looked at him. "Aren't they?"

"They were shot by a Dalek's gunstick, Lena." the Doctor said softly, crouching.

"What does that mean?"

"Their gunstick fires an energy beam that's deadly." the Doctor explained, looking at Leo and Betsie. "Your parents have a very strong will to live. To see you." he looked at Elena, who like Rose just minutes before, broke down into tears of raw grief. "And that will gave them the strength to hold onto what life they have left."

Elena took a deep breath and looked at the Doctor, her watery amber eyes pleading with him. "Isn't there anything you can do?"

The Doctor shook his head. "I'm sorry. The energy from a Dalek's gunstick is lethal. Once a person is hit by it..."

Elena shook her head. "No. Oh God, please no."

"Shh, Elena." Leo said soothingly. Elena and the Doctor looked at him. He cupped Elena's cheek and she gripped his wrist, crying. He smiled. "This was probably meant to happen."

"You always wanted to travel." Betsie smiled. "Go places. See the world and its wonders. This is your chance."

"But..." Elena felt a lump her throat before she could speak. "...but not... at the cost of your lives."

Betsie wiped away Elena's tears. "You go see those wonders, Elena."

Elena laughed and cried.

Leo groaned and looked at the Doctor. "You... take care of Elena for us. She's seen the ugliness. Show her the beauty."

The Doctor nodded. "I will. I promise."

Leo and Betsie smiled and looked at Elena once more. "Love you. You go with the Doctor and have such grand adventures. And know this... we're very proud of you." and with one slow breath, they died.

"Mum? Dad?" Elena asked, praying and hoping. No response. Whimpering quietly, Elena crouched forward, crying, knowing her parents were gone. The Doctor rubbed Elena's back soothingly, keeping silent, as she cried for her loss.

≈ΘҖ≈

At the same time, as Elena was grieving for her loss, Rose turned around, leaned against the wall, and wiped the tears from her eyes. The only three people she had left watched her in silence. Uncomfortable and at a loss for words at how to comfort Rose: Pete, Jackie, and Mickey. Jackie took both Pete and Mickey's hands in hers. At last, Rose turned away, her face soaked with tears.

≈ΘҖ≈

Back with the Doctor and Elena, she was still crying when the Doctor stood and walked up behind her.

"Come on, Lena." he said softly. "We can't stay here."

She straightened up, looking at him. "I can't leave them."

"I know, but you've got to." the Doctor said gently. "If we don't leave now, there'll be soldiers here and I really particularly like 'em."

"But..." Elena looked at her parents.

"Come on." the Doctor said, helping Elena to her feet and they began walking out of the room. "You have any other family?"

≈ΘҖ≈

The two were walking down a corridor that led to the TARDIS. "Uh... two older brothers and a younger sister." Elena said. "Mum and dad told us to _never_ come to Canary Wharf. Though when dad called me this morning, I was surprised. Us kids never knew what was going on here though we had our suspicions, but kept it to ourselves."

They had reached the TARDIS and the Doctor took his key out and opened the door. They walked in.

≈ΘҖ≈

As soon as Elena walked in, her eyes widen and the pain and loss of her parents vanished for now as she took in the sight before her. "What the..."

The Doctor was at the console, fiddling with controls here and there. "Go. Say it."

"It's bigger in the inside than the outside." Elena said. "Like the Ark."

"Yep. I suggest hanging onto something." Elena held onto the rail next to her. The Doctor then pulled a lever and the TARDIS began rocking.

≈ΘҖ≈

Standing on a deserted, bleak beach which was called Bad Wolf Bay, Pete, Jackie and Mickey stood by the Jeep as Rose walked across the sand, looking for something. She came to a halt in the middle of the beach and stood there, waiting. A short way to her left, the Doctor faded out of thin air.

Rose turned to him and saw he was slightly translucent. "Where are you?"

"Inside the TARDIS." the Doctor said, his voice sounding distant.

≈ΘҖ≈

Elena saw the Doctor standing by the TARDIS console facing straight ahead. "There's one tiny little gap in the universe left, just about to close. And it takes a lot of power to send this projection, I'm in orbit around a supernova." he laughed softly. "I'm burning up a sun just to say goodbye."

≈ΘҖ≈

Sure enough, the TARDIS was spinning around a beautiful supernova.

≈ΘҖ≈

Rose shook her head. "You look like a ghost."

"Hold on..." the Doctor said, taking his sonic screwdriver out of his pocket.

≈ΘҖ≈

The Doctor pointed the sonic screwdriver at the console and somehow this seemed to strengthen his projection.

≈ΘҖ≈

The Doctor now looked as solid as if he were really there.

Rose walked over to him, raising a hand to touch his face. "Can I t...?"

"I'm still just an image." the Doctor said regretfully. "No touch."

"Can't you come through properly?" Rose said, her voice trembling.

"The whole thing would fracture. Two universes would collapse."

"So?" Rose said half jokingly.

The Doctor smiled and they each watched each other for a few moments.

"Are Leo, Betsie, and Elena all right?" Rose asked.

The Doctor looked sombre. "Leo and Betsie... didn't make it. It seemed one of the Daleks got them while the breach was offline."

"Elena?"

"She's safe." the Doctor nodded. "She's with me in the TARDIS." he looked to his right and nodded.

After a few seconds, Rose saw Elena join the Doctor. "Are you all right, Elena?"

Elena nodded.

"I'm sorry... about your parents." Rose said. "They were really nice people."

"Yeah." Elena nodded. "That they were. I'm glad to see you're safe." she then looked at the Doctor. "I'll let you two talk privately." she looked at Rose. "Good seeing you again, Rose."

Rose nodded and watched Elena leave.

The Doctor looked around at their surroundings. "Where are we? Where did the gap come out?"

"We're in Norway." Rose said.

"Norway." the Doctor nodded. "Right."

"About 50 miles out of Bergen. It's called 'Dårlig Ulv Stranden'."

The Doctor became surprised. "Dalek?"

"Dårl-IG." Rose corrected. "It's Norwegian for 'bad'." The Doctor continued to stare at her, brow furrowed. "This translates as 'Bad Wolf Bay'." They laughed at the irony of this, but sobered almost immediately. Rose's voice began cracking. "How long have we got?"

"About two minutes..."

Rose laughed at the absurdity of this. "I can't think of what to say!"

The Doctor laughed too and then glanced over at where Jackie, Pete and Mickey were waiting by the Jeep. "You've still got Mr. Mickey, then?"

"There's five of us now." Rose said. "Mum, dad, Mickey... and the baby."

Taken aback, the Doctor asked. "You're not...?"

"No." Rose said before laughing. "It's mum." The Doctor laughed with some relief. He then looked over at Jackie. "She's three months gone. More Tylers on the way."

"And what about you?" the Doctor asked. "Are you...?"

"Yeah, I'm- I'm back working in the shop."

The Doctor nodded. "Oh, good for you."

Rose laughed and for a moment... it was just like old times. "Shut up. No, I'm not. There's still a Torchwood on this planet, it's open for business." she then teared up again. "I think I know a thing or two about aliens."

Feeling so proud of her, the Doctor smiled. "Rose Tyler. Defender of the Earth." They looked at one another. "You're dead, officially, back home. So many people died that day and you've gone missing. You're on a list of the dead." Rose began crying quietly. "Here you are." he smiled. "Living a life day after day. The one adventure I can never have."

Sobbing in earnest now, Rose asked. "Am I ever gonna see you again?"

The Doctor spoke quietly and so, so sorry tone. "You can't."

"What're you gonna do?"

"Oh, I've got the TARDIS. Same old life. Last of the Time Lords."

"On your own?"

"Oh, I've got Elena with me." the Doctor said. "Leo's last wish was for me to look after her. Show her the wonders." he laughed ad Rose joined in.

"You do that." Rose said through her crying and tears. "You show her the wonders you showed me."

The Doctor nodded silently, still watching her with compassion.

"I lo-" Rose said, choking with tears before she could finish her sentence. She took a moment to regain her composure, and then... "I love you." Another shuddering sob escaped her.

The Doctor gazed at her and softly said. "Quite right, too."

Rose nodded, smiling at him through her tears.

Still gazing at her, the Doctor said. "And I suppose... if this is my chance to say it..." He paused a moment, eyes locked with hers. "Rose Tyler..." But time was up and he faded away into nothingness.

Rose was left alone. Before long, she screwed her face up against the pain, sobbing into her hands.

≈ΘҖ≈

The Doctor stood there, eyes filled with tears spilling down his cheeks, his mouth open to form the words he would never get to say. He swallowed hard, closing his eyes with a heavy heart.

Full of concern, Elena slowly approached him and hesitatingly put a hand on his shoulder. He looked at her and the concerned look she was giving him broke whatever hold he had and he broke down, crying.

Elena wrapped her arms around him and he did the same, clinging to her. These two finding comfort and solace in each other because they each had lost someone they held dear.

≈ΘҖ≈

Rose turned back to her family, weeping inconsolably. Like Elena, Jackie was full of concern for her daughter. She ran across the beach and met Rose halfway. Once reaching her mother, Rose buried her head in her mum's shoulder, utterly wretched.

≈ΘҖ≈

After a few minutes, the Doctor slowly pulled away, having gotten his crying under control. "I'm fine, Lena."

Elena looked at him. "You sure?"

He rubbed his hands over his eyes, wiping the tears away before taking a deep breath. "Yeah. Thanks." She nodded. He then went to the console and began pushing buttons and levers as he slowly walked around it without any of his former enthusiasm.

"Uh... Doctor?"

"Yeah?"

"You didn't by any chance have a bride stashed away did you?"

The Doctor looked up, eyes wide with shock. Standing by the door, with her back to him and Elena was a bride.

"What?" the Doctor asked stunned.

The bride turned around and saw Elena and the Doctor standing there and yelped with surprise.

"Uh... how did she get in here?" Elena asked. "I thought we're spinning around a supernova."

"What?" the Doctor asked, now more confused.

Elena rolled her eyes and looked at the Doctor. "Now you're sounding like a parrot."

"Who are you?" the bride asked with disdain.

The Doctor looked around the room in confusion. "But..."

"Where am I?" the bride asked.

"What?!"

"Here we go again." Elena muttered.

"What the hell is this place?" the bride yelled.

"WHAT?!"


	5. The Runaway Pride Prt 1

**AN:** cover is up for this episode. Enjoy!

* * *

"O...kay." Elena said. "This is just totally weird." she then looked at the Doctor. "How can she get in when we're hovering around a supernova?"

Wanting to know the answer as well, the Doctor looked around, bewildered, trying to find an explanation. "You can't do that I wasn't even in, we're in flight! That is physically impossible! How did you—?"

"Tell me where I am." the bride commanded, interrupting the Doctor. "I _demand_ you tell me right now... where am I?"

Elena backed away, feeling a bit intimated by her. "Scary."

"Inside the TARDIS" The Doctor said weakly.

"The what?"

"The TARDIS." the Doctor said, turning to the controls.

"The what?" the bride asked.

"It's called the _TARDIS!_" The Doctor said, continuing fiddling with the console, trying to figure out how the bride got inside.

The bride became angry at not getting a straight answer. "That's not even a proper word! You're just sayin' things!"

"How did you get in here?" the Doctor asked.

"Well obviously, when you _kidnapped_ me!" the bride said in rage and the Doctor watched her ranting, finally noticing her dress. "Who was it? Who's paying ya? Was it Nerys, oh my god she's finally got me back! This has got Nerys written all over it!"

"Who the bloody hell is Nerys?" Elena said.

The bride looked at her. "You're best friend!"

"I don't even know a Nerys!"

"Hold on, wait a minute. What are you dressed like that for?" the Doctor asked.

"She's getting married."

"I'm going ten pin bowling." the bride said sarcastically. "WHADDYA THINK DUMBO? I WAS _HALFWAY_ UP THE AISLE! I've been waiting all my life for this. I was just seconds away! And then you…I dunno, you drugged me or something!"

The Doctor began fiddling with the controls whilst the bride walked around, ranting. "I haven't done anything!"

Seeing this could get ugly, Elena decided to intervene and made her way over and stood next beside the bride. "Believe me when I say the Doctor nor I know how you got here. You just showed up out of the blue and we're just as confused as you are. If you allow the Doctor to do _whatever_ he's doing, you can be outta here and back to the altar."

The bride looked at Elena. "Did he kidnap you as well?"

Elena shook her head. "No."

The bride's eyes widened in horror. "He did, didn't he?" Before Elena could respond, the bride glared at the Doctor. "We'll have the police on you, me and my husband! As soon as he is my husband. We're gonna sue the living backside off ya!"

The Doctor didn't even seem to be paying attention. Too engrossed in operating the controls. Donna noticed the doors and rushed over to them.

Elena's eyes widen. "Doctor!"

Hearing Elena, the Doctor looked up in alarm and spoke with urgency. "No, wait a minute! Wait a minute! Don't—!"

But it was too late. Having ignored his warning, the bride threw the doors open and was now looking upon the supernova, her mouth slightly open. Taken back by the sight,

Elena slowly walked down the ramp and stood beside the bride, taking in the sight of the supernova. "Oh, wow."

The Doctor followed the two, standing behind them. "You're in space. Outer Space. This is my...spaceship. It's called the 'TARDIS.' It stands for Time and Relative Dimension in Space. TARDIS."

"How am I breathing?" the bride asked, all the fight within her having evaporated as soon as she looked upon the breathtaking sight.

"The TARDIS is protecting us."

Elena looked at the Doctor. "Really?"

The Doctor nodded.

"Phenomenal."

The Doctor smiled at her.

The bride looked at the Doctor. "Who are ya?"

"I'm the Doctor. You?"

"Donna."

Donna looked at Elena. "And you?"

"Elena Mathews."

"Human?" the Doctor asked, eying Donna up and down.

"Yeah." Donna looked back at the Doctor. "Is that optional?"

"Well, it is for me."

Elena snorted. "Didn't know it was."

Donna glanced around at him, but there wasn't much room for more surprise. "You're an alien."

"Yeeeeaaahhh."

"And you, Elena? Are you an alien?"

Elena looked at her. "Nah. Human." she smiled. "Like you."

There was a pause as Donna allowed everything she had just been told to sink in, before she snipped out. "It's freezing with these doors open."

"Hmm."

So the Doctor slammed them shut and darted back to the console, suddenly all energy. "But I don't understand it and I understand everything! This—this can't happen! There is no way a Human Being can lock itself onto the TARDIS and transport itself inside. It must be..." He grabbed an ophthalmoscope and looked into Donna's eyes, all the while muttering an endless flow of techno-babble.

Elena saw Donna was stuck silent with confusion. "Its an ophthalmoscope."

"Impossible. Some sort of subatomic connection?" the Doctor continued. "Something in the temporal field? Maybe something pulling you into alignment with the Chronon shell. Maybe something macro mining your DNA within the interior matrix. Maybe a genetic—"

Donna suddenly slapped him.

The Doctor looked back at in anger. "What was that for?!"

"Well, you were talking techno-babble and I understood some things, Doctor." Elena said. "But I don't think Donna understood _anything_." she looked at Donna. "Right, Donna?"

Donna looked at her. "Right." she then glared at the Doctor. "GET ME TO THE CHURCH!"

"Right!" the Doctor dropped the ophthalmoscope and went back to the controls. "Fine! I don't want you here anyway! Where is this wedding?"

"Saint Mary's, Paytor Road, Chiswick, London. England, Earth, the Solar System!" Donna stopped, spotting something on the railing. She went over and spoke with an accusing tone. "I knew it." she snatched it up. "Acting all innocent…" She began striding over to the two when she noticed something on the console and grabbed it as well and showed them the two items. "I'm not the first, am I? How many women have you abducted?"

Elena looked in Donna's direction and saw her holding a purple blouse in one hand and a gold star locket in the other. The locket was shaped like a teardrop with a star in the middle. And five diamond studs resembling a cross.

Elena looked at the Doctor and asked. "Is that Ro...?"

The Doctor looked up from the controls and his eyes instantly fell on the two items in Donna's hands and his face fell. "The blouse belonged to a person that I consider a sister. The locket... the locket belonged to a person that's very dear to me."

Elena could see thinking about Rose was still very raw for the Doctor.

"Where are they then?" Donna said sarcastically. "Popped out for a space walk?"

"They're gone."

"Gone _where?_"

The Doctor looked back at the console. "I lost them."

"Well ya can hurry up and lose _me_!"

"Donna, please." Elena said quietly. "This is a very sore subject for him."

Donna watched the Doctor as he worked at the console and saw Elena was right. Talking about these two people was a sensitive topic and her angry tone was gone. She spoke in a softer tone. "How do you mean, 'lost?'"

The Doctor looked up at Donna darkly before he advanced on her. And for a moment, both women looked fearful.

Elena moved forward. "Doctor..."

She and Donna watched as the Doctor snatched the blouse and locket away and walked around the console, tossing the blouse back where it was before and then putting the locket around his neck and under his suit. He then went back to the console, spinning some dials. "Right! Chiswick!"

≈ΘҖ≈

Donna came out from the TARDIS and saw it was the right time, the right planet, but not the right surroundings. Elena and the Doctor walked out behind her. "What sort of Martian are ya? I said Saint Mary's!"

Confused, Elena looked around. "Have we..." she looked at the Doctor, who was stroking the TARDIS in concern. "... moved?"

"Something's wrong with her." the Doctor said to himself. "Well, it's like she's… RECALIBRATING!" He ran back inside.

Donna rolled her eyes.

"She's digesting."

Donna and Elena were standing outside. Both had their mouths open.

"Okay." Elena muttered, finally noticing the TARDIS indeed bigger inside than outside.

"What have you eaten? What's wrong? Donna? You've really gotta think. Is there anything that might've caused this?"

Elena and Donna paced around the outside of the TARDIS, feeling the walls in utter bewilderment.

"This is just too weird." Elena muttered.

"You're telling me." Donna said.

"Anything you might've done? Any sort of alien contacts? I can't let you go wandering off in case you're dangerous. I mean, have you... have you seen lights in the sky? Or... did you touch something? Something—something different? Something strange? Something made out of a sort of metal or... who're you getting married to?"

The two completed their circuit of the TARDIS and both popped their heads back inside. Donna was checking whether she wasn't just imagining how big it was. As to confirm this, Donna stumbled backwards, hands over her mouth.

Elena however, didn't have the time before back in Canary Wharf because of the soldiers.

"Are you sure he's human? He's not a bit overweight with a zip around his forehead, is he?" the Doctor's voice asked.

The strangeness of the TARDIS seemed too much for Donna and she ran.

"Donna!"

Elena turned and saw the Doctor run out of the TARDIS and the two ran after Donna, falling in step with Donna.

"Donna." the Doctor said.

"Leave me alone. I just want to get married."

"Come back to the TARDIS." the Doctor said soothingly.

"No way. That box is too... weird."

"It's... bigger on the inside, that's all." the Doctor said.

Elena shook her head. "That's not helping, Doctor."

Donna looked at him. "Oh! That's all?" She sighed exaggerated and checked her watch, suppressing tears, "3:10. I'm gonna miss it."

The Doctor asked, "Can't you phone them, tell them where you are?"

"And how do I do that?"

"Haven't you got a mobile?" The Doctor asked.

Donna and Elena stopped, staring at him. It should be obvious! "I'm in my wedding dress. It doesn't have pockets. Who has pockets? Have you ever seen a bride with pockets? When I went to my fitting, do you think I said, 'Alison, the one thing I forgot to say is give me pockets?'"

With some hesitance, the Doctor asked, "This man you're marrying, what's his name?"

"Lance." Donna said, sweet suddenly.

"Good luck Lance." The Doctor said.

"Oi!" Donna pointed a warning finger at him. "No stupid Martian is gonna stop me from getting married. To hell with you!" She turned and ran off leaving the duo to stand there.

The Doctor looked at Elena. "I'm…I'm not...I'm not...I'm not from Mars…"

"I don't think it's a good idea that Donna should be on her own, Doctor."

Nodding agreeing, both the Doctor and Elena ran after her.

"You're really not from Mars, are you?"

"Nope."

≈ΘҖ≈

They soon caught up with Donna on a busy street, who was trying to call down a taxi. "Taxi!" it ignored her. "Why's his light on?"

Elena stood back and watched in amusement.

The Doctor pointed. "There's another one!" he tried to run and catch it.

"Taxi!" Donna called as they stumbled into the road, trying to catch the driver's attention, but again it just drove on, "Oi!"

"There's one!" he tried to run after it again, waving his arms, but it still drove past.

"Oi!"

"Do you have this affect on everyone? Why aren't they stopping?"

"They think I'm in fancy dress!"

A taxi drove past its driver calling. "Get off the sauce darlin'!"

"They think I'm drunk!"

Elena looked at Donna.

Another car drove past. Both passenger and driver yelled. "You're fooling no one, mate!"

"They think I'm in drag!"

Elena chuckled and joined them.

Donna glared at her. "And where the hell were you?"

"Just enjoying the show and watching the two of you making fools out of yourselves. And to tell ya the truth, Donna." she looked at the dress. "You wearing wedding dress, yelling for a cabbie... it's no wonder people think you're in drag and drunk." Donna glared at her. Elena gave her an apologetic look. "Sorry. You two were doing it wrong!"

"And I suppose you have a better idea?" the Doctor raised a brow.

Elena grinned. "Oh, yes." She walked forward, rubbing her hands together. "Watch and learn." she looked back at them. "You both may wanna cover your ears."

"Why?"

"Don't say I didn't warn ya." She then gave an ear-piercing whistle and both Donna and the Doctor quickly covered their ears.

The whistle attracted a taxi driver's attention, who grounded to a halt before them. Elena gave Donna and the Doctor a smug look and all clambered into the backseat, a bit cramped, but still managed.

"Saint Mary's in Chiswick, just off Hayden Road," Donna instructed, "It's an emergency. I'm getting married! Just...hurry up!"

"You know it'll cost you, sweetheart?" the driver called back, "Double rates today."

"Oh, my God!" Donna's eyes widened and turned to the Doctor and Elena. "Have you got any money?"

"Uuummmm, no." the Doctor said before looking at Elena. "Lena?"

Elena looked at him. "I only have a little." She looked at Donna. "Sorry."

The Doctor looked at Donna. "And you?"

Donna gestured to her dress violently. "Pockets!"

≈ΘҖ≈

The Doctor slammed the door.

"...and that goes double for your mother!" Donna shouted at the driver. She then watched him drive off. "I'll have him. I've got his number. I'll have him. Talk about the Christmas spirit."

"Oh, is it Christmas?" The Doctor asked, looking around vaguely surprised.

"Well duh! Maybe not on Mars, but 'ere its Christmas Eve."

A grin spread about Elena's face. "This is my _favorite_ holiday!"

The Doctor looked at her. "Really?" She nodded her head. Even though he hadn't known Elena for a while, he was starting to grow fond of her. Out of the blue, he felt a hand smack his stomach and he looked down at Donna.

She seemed to have spotted something in the distance. "Phone box!" The trio rushed towards it. "We can reverse the charges!"

"How come you're getting married on Christmas Eve?" the Doctor asked.

"Can't bear it. I hate Christmas. Honeymoon in Morocco. Sunshine, lovely." They reached the phone box and the Doctor held the door open for Donna, who held the phone in her hand and looked at the two with puzzlement. "What's the operator? I've not done this in years. What do you dial? 100?"

"Hold on!" Elena exclaimed. "You can use my Blackberry! I had forgotten that I had it in my pocket." She grinned sheepishly while pulling it out and handing it to Donna.

Donna glared at her. "And you forgot because...?"

Elena grinned apologetically. "Well, you were ranting about wanting to get to your wedding and we were trying to get a taxi and you goin' on how you hated Christmas." Donna rolled her eyes and dialed.

"Right, you phone. I'll get money." the Doctor said. "You..." he pointed at Elena. "Stay."

Elena arched a brow and watched as the Doctor ran off towards at ATM. "I'm not a dog you can order around!"

"Just stay there!"

Elena looked at the Doctor who had sprinted to the nearest cash machine. The man using it was being aggravatingly slow. She chuckled as she watched the Doctor hop from foot to foot impatiently.

"Ohh, answer the phone!" Donna said, punching the numbers out. She then decided to leave a message. "Mum, get off the phone and listen. I'm in—" she stopped and looked around. "Oh, my God- I dunno where I am!" she looked at Elena. "Do you know where we are, Elena?" Elena shook her head. "It's... it's a street. And there's WH Smith... but it's definitely Earth."

≈ΘҖ≈

The Doctor was still waiting to use the cash machine, growing more agitated by the second. Finally the man in front of him left and the Doctor darted forwards, casting a furtive look about him before using his sonic screwdriver to retrieve cash from the machine.

≈ΘҖ≈

Donna finished her message and left the phone box, feeling out of breath. She handed Elena her phone with a thankful smile before approaching a woman at random on the street. "Excuse me... I'm begging you. I'm getting married, I really am and I'm late and I just need to borrow a tenner and I'll pay you back I promise and it's Christmas."

Something sounding robotic caught Elena's attention and she looked back at the ATM and her eyes widen. _Oh shit! It's the Robotic Santas again!_ She thought, remembering last Christmas. She whistled. "Doctor!"

≈ΘҖ≈

The Doctor took the cash and hearing Elena's voice, he looked at her. She nodded her head behind him and looked in that direction and a short distance from him was a row of masked Santa's playing trumpets. He watched them, remembering his last encounter with similar Santa's, suspicions aroused.

≈ΘҖ≈

"Taxi!" Donna shouted and one pulled over. She stuck her head in the window. "I want to go to Chiswick."

Turning her head and looking back at Donna, Elena saw the driver was one of the brass band; also known as the killer robots. She ran to Donna. "Donna, get away from that taxi!" She tried pulling Donna away from the taxi.

Instead, Donna shoved her into the taxi as well and shouted to the Doctor. "THANKS FOR NOTHING, SPACEMAN! I'LL SEE YOU IN COURT!" She then climbed in next to Elena and the taxi pulled away.

"Donna! LENA!"

≈ΘҖ≈

Elena looked at Donna. "Donna, we should not have gotten in! We should have waited for the Doctor!"

"No." Donna said. "We don't need the Doctor."

Elena rolled her eyes and groaned. _Why doesn't she ever listen?! Oh, wait. It's because she wants to get to her wedding._

"I promise you mate, I'll give you the rest when we get there. Oh look, I'm a mess." She took her veil off, trying to catch her breath. "Hurry up!" She noticed Elena's upset expression she spoke. "I'm sorry, Elena. But I just wanna get married!"

Elena crossed her arms. "I know you do, Donna. But something is going on here. Something that isn't right."

"What do you mean?" Donna looked out the window. "Hold on a minute, I said Chiswick. You've missed the turning." Donna said to the driver. No response. "Excuse me; we should have turned off back there. We're going the wrong way!"

Elena saw they now had joined the motorway and the taxi cut across the lanes, causing other drivers to beep their horns angrily. Elena looked out the window, hoping they wouldn't crash into any of them.

"What the hell are you doing?" Donna yelled. "I'm late for the wedding! My _own_ wedding, do you get that?"

"Donna, this isn't an ordinary taxi driver!"

"_Turn around!_" Donna yelled, ignoring Elena. "_Turn this cab around RIGHT NOW! _Are you deaf or what?"

Just as she about to lunge for the driver's hood, Elena grabbed her arm and pulled her back. "Don't, Donna. Look." She reached over and yanked at the driver's hood down and the Santa mask fell away to reveal the robot.

Donna sat back in horror. "Oh, my god!"

"Now you know why the Doctor and I wanted you to stay with us? Why I wanted us to stay out of **this** taxi!?" Elena remarked.

Donna looked at her. "What, you knew?"

"I saw the same robots just before you shoved me into the taxi. I've seen these Santas before."

"When?"

"Last year. Christmas."

"Well no matter now!" Donna began pushing the door and window, looking for a way out, trying to attract the attention of other drivers. Help us! Help us! Help us!" she pummeled the glass. "Help us! Help us!"

A man in a red van noticed the two, looking concerned, but was powerless to help since they were on the motorway.

"Donna, banging on the glass won't do you any good." Elena said. "It'll just give you bruises."

Donna glared at her. "_You're_ not helping!" She continued pummeling the glass. "Help us! Help us! Get us out! Help us! Help us! We're being driven by a robot!"

"I've been a situation like this and what you're doing isn't helping." Elena said. "All we can do now is wait."

"Wait for what?!" Donna hollered.

All of a sudden they heard a familiar noise, along with the sound of something crashing further down the road. Smiling, Elena looked out the rear windshield and saw the TARDIS making its way precariously down the road barley avoiding several cars. "Here comes the cavalry."

"You are _kidding _me!"

"Look at it this way, Donna," Elena said. "I'd rather be with the Doctor than where this robot is taking us."

The TARDIS pulled up next to the cab and Donna stared at it, her jaw dropping. Elena's smile widened.

"Way to go, Doctor!"

The TARDIS door swung open revealing the Doctor holding a piece of sting in his mouth. He then pulled it out and screamed to Donna. "OPEN THE DOOR!"

"Do what?"

"He said, "OPEN THE DOOR"!" Elena yelled at the same time the Doctor screamed it.

"I can't!" Donna shouted. "It's locked!" she demonstrated, trying to open the door, but unable to. Elena shook her head. The Doctor pulled out the sonic and flashed it at the door, allowing Donna to push the window open, "Santa's a robot!"

"Thanks, Donna." Elena said sarcastically. "Like we didn't know that already!"

"Oi!"

"Donna, open the door!" The Doctor repeated.

"What for?"

"You and Lena have got to jump!"

"We're not blinking flip jumping! I'm supposed to be getting married!"

"Donna, do as he says!" Elena shouted.

Unfortunately the robot seemed to notice what was going on in the backseat and accelerated, leaving the Doctor to stare after them in despair. Elena looked back at the Doctor, throwing her arms up.

"Donna," Elena stated. "when the Doctor tells you to jump, you jump!"

"_You_ jump!"

"You're in front of me, Donna! Elena retorted.

"Oh. Right…"

At that exact moment the TARDIS landed again next to the taxi, with the Doctor barely hanging on to the door frame. He pointed the sonic screwdriver at the robot, causing sparks. The robot's hand locked onto the wheel.

"Listen to me, you and Lena have got to jump!" the Doctor yelled.

"Yeh, both you and Elena keep saying that! And I'm not jumping on a motorway!"

Elena shook her head and grumbled.

"Whatever that thing is, it needs you." the Doctor shouted. "And whatever it needs you for, it's not good! Now COME ON!"

"I'm in my wedding dress!" Donna retorted.

"Yes, you look lovely!" Elena screamed. "NOW MOVE YOUR ARSE!" Donna looked at Elena. "I know you're scared, Donna. But you've got to jump. Just.. look forward, not down."

Nodding a bit, Donna opened the door. "Oh!" She exclaimed, seeing the rushing road beneath her, feeling terrified.

Elena looked up the road and saw two kids yelling encouragement. "Donna, don't look down!"

"I can't do it!" Donna said.

"Yes, you can, Donna." Elena said. "I know you can."

The Doctor held his arms out. "Trust me."

"Is that what you said them? Your friends, the ones you lost. Did they trust you?" Donna said looking up at him.

A sad look flickered in his eyes. "Yes, they did. And she's not dead. She is so alive!"

"And the other? Is she alive too?"

A pained look came over the Doctor before he yelled. "Jump!"

Donna was taking a long time, so Elena decided for her. "Donna, I am very sorry for this, but it must be done." With a kick in the butt, Donna was "shoved" into the TARDIS. "YES!"

The Doctor helped Donna into the TARDIS then held out his arms again. "Now you, Lena! Jump!"

Elena scooted towards the door and looked at the Doctor. "I'm scared."

"I'll catch you, Lena. Promise." the Doctor said. "Trust me."

Elena looked into the Doctor's eyes and she knew she would put all her trust in him. "I trust you." She stood, getting ready to jump, none of them taking notice one of symbols on crystal light up.

"Now jump, Lena!"

Elena leapt with a scream and the Doctor caught her in his arms.

"I've got you!" he said. "I've got you!"

Elena took deep breaths before laughing. "I did it!" she looked at the Doctor. "I did it!"

The Doctor grinned. "That you did, Lena."

The children cheered and the TARDIS doors slammed closed and zoomed back up into the sky.

≈ΘҖ≈

The TARDIS materialized on a rooftop of some high-rise building. Donna looked at her watch and Elena took her phone out and dialed a familiar number and waited a few minutes before she heard a familiar voice.

"Elena, are you all right? I heard what happened."

"I'm all right, Musketeer." Elena said reassuringly before looking at the Doctor, who was coughing and spluttering as he tried extinguishing the smoke billowing from the TARDIS doors. "A friend saved me." the person she was talking to, Musketeer, wasn't the person's real name. It was a nickname. Just like Deducer.

"I heard about Leo and Betsie." Musketeer said. "Nick, Conner, and Katie are worried sick. They haven't heard from you."

"Well..." Elena smiled. "You can tell them I'm fine. I just need to be alone. Clear my head."

"Yeah... I guess." Musketeer agreed a bit hesitant. "And you know how _he_ is."

Elena nodded. "Oh, yeah. Always worried. Even when I had a scratch on me." she chuckled. "Tell him and the others I'm fine."

"Will do." Musketeer said. "Talk to you soon."

"Ya." she then hung up and joined Donna.

The Doctor closed the door and joined the two. "The funny thing is, for a spaceship, she doesn't really do that much flying." he looked at the TARDIS and then back. "We'd better give her a couple of hours. You all right? _Both_ of you?"

Donna shrugged her shoulders. "Doesn't matter."

"I'm fine." Elena said. "Bit scary and excitement though." she then looked at Donna and asked softly. "Did we miss it?"

"Yeah."

Elena wrapped an arm around her. "Sorry to hear that, Donna."

"It's all right." Donna smiled sadly, gently patting Elena's hand.

"Well, you can book another date..." the Doctor suggested.

"Course we can." Donna agreed.

"Still got the honeymoon..."

"It's just a holiday now." Donna said.

"Yeah... yeah... sorry."

"It's not your fault."

The Doctor looked taken back and smiled. "Oh! That's a change."

"Wish we had a time machine." Donna suggested. "Then we could go back and get it right."

"... Yeah, yeah." the Doctor agreed, but added. "But... even if I did, I couldn't go back on someone's personal timeline. Apparently."

Donna gave the Doctor a suspicious glance before going over and sat on the edge of the roof.

Elena looked at the Doctor. "Paradox?"

He looked at her, a bit suspicious, but nodded before the two joined Donna, who was sitting between them. The Doctor removed his jacket and draped it around Donna's shoulders.

Donna looked at the jacket before retorting. "God, you're skinny. This wouldn't fit a rat."

Elena snickered.

The Doctor looked at her before seeming to remember something. "Oh and you'd better put this on." He held a wedding ring from his pocket.

"Oh, do you have to rub it in?" Donna asked.

"Those creatures can trace you." the Doctor said. "This is a bio-damper. Should keep you hidden." He slipped it onto her finger. "With this ring, I thee bio-damp."

"For better or for worse." Donna said.

All three smiled at one another.

"So, come on then." Donna said. "Robot Santas... what are they for?"

"Ah, your basic robo-scavenger." the Doctor said. "The Father Christmas stuff is just a disguise. They're trying to blend in. I met them last Christmas."

"Why?" Donna asked. "What happened then?"

"I remember that." Elena said. "Great big spaceship hovering over London." she looked at Donna. "You didn't notice?"

"I had a bit of a hangover." Donna dismissed.

The Doctor decided to not pursue this and scanned the landscape before nodding in the direction of the Powell Estate. "I spent Christmas Day just over there, the Powell Estate. With this... family. My friend, she had this family. Well, they were..." He paused for a moment, lost in thought. "Still... gone now."

"Your friends..." Donna asked. "..who were they?"

Elena was also curious, but wouldn't ask.

"Question is, what do camouflaged robot mercenaries want with you?" the Doctor asked Donna, looking at her. "And how did you get inside the TARDIS? I don't know..." He thought about this and Donna rolled her eyes.

"Good question." Elena said.

The Doctor pulled his sonic screwdriver out of his jacket pocket. "What's your job?"

"I'm a secretary."

The Doctor scanned her. "It's weird, I mean - you're not special, you're not powerful, you're not connected, you're not clever, you're not important..."

"These friends of yours..." Donna remarked. "... just before they left, did they punch you in the face?" She then whacked the screwdriver aside. "Stop bleeping me!"

"I'd do the same if the Doctor was scanning me." Elena muttered before asking. "What kind of secretary, Donna?"

"I'm at HC Clements." Donna said. "It's where I met Lance." a dreamy smile. "I was temping."

≈ΘҖ≈

_Flashback_

_Donna was sitting in a crowded, open-plan office space, gazing at her surroundings as though slightly overwhelmed._

"I mean, it was all a bit posh really." Donna explained. "I'd spent the last two years at a double glazing firm. Well, I thought - I'm never gonna fit in here."

_From across the office, Lance caught Donna's eye and gestured to the coffee pot, offering her some._

"And then he made me a coffee."

_Donna gestured to herself, miming "me?!" with disbelief. _

"I mean, that just doesn't happen. Nobody gets the secretaries a coffee."

_End flashback. _

≈ΘҖ≈

"And Lance... he's the head of HR!" Donna said. "He don't need to bother with me! But he was nice, he was funny."

≈ΘҖ≈

_Flashback: _

_Donna and Lance were laughing and joking at the bottom of a flight of stairs within the office block. _

_"She's not that bad!" Lance said._

_"She is!"_

_They laughed hysterically. _

_End flashback _

≈ΘҖ≈

"And it turns out he thought everyone else was really snotty too." Donna said. "So that's how it started, me and him... one cup of coffee. That was it."

"When was this?" the Doctor asked.

"Six months ago."

"Bit quick... to get married..." Elena said. "I'd wait until I was absolutely sure the guy I was seeing was the _one_."

"Well... he insisted." Donna said.

≈ΘҖ≈

_Flashback_

_Donna and Lance were standing in a crowded bar, when..._

_"Will you marry me?" Donna asked rather suddenly._

_Lance's eyes widen in terror._

_End flashback_

≈ΘҖ≈

"And he nagged... and he nagged me..."

≈ΘҖ≈

_Flashback: _

_Donna was chasing Lance down several flights of stairs in the office block, imploring him. "Go on, just think about it! We'd make a great couple! And I'd get rid of the dog... and we could do up that back bedroom."_

_End flashback._

≈ΘҖ≈

"And he just wore me down and then finally, I just gave in."

≈ΘҖ≈

_Flashback: _

_Donna and Lance were walking down a street, her clinging to his hand. _

_"Please? Oh, please? Please?" Donna begged. Lance smiled at her. "Please, please, please, please, please."_

_End flashback_

≈ΘҖ≈

"What does HC Clements do?" Elena asked.

"Oh, security systems, you know." Donna said. "Entry codes, ID cards... that sort of thing."

≈ΘҖ≈

_Flashback_

_Donna and Lance smiled coyly at one another as he handed her a coffee._

_End flashback _

≈ΘҖ≈

"If you ask me, it's a posh name for 'locksmiths'." Donna said.

"Keys..." the Doctor mused.

"Anyway, enough of my CV. Come on, it's time to face the consequences." Donna said. "Oh, this is gonna be so shaming. You can do the explaining, Martian-boy."

"Yeah." the Doctor said. "I'm not from Mars."

Donna nodded. The Doctor stood and lent a hand to Donna, helping her up before doing the same with Elena, who gave him a grateful smile.

"Oh, I had this great big reception all planned." Donna said. "Everyone's gonna be heartbroken."

≈ΘҖ≈

When the three arrived, it was totally opposite of what Donna was expecting. Everyone had decided to go on with the reception without her. The three heard, _Merry Christmas Everybody_ by Slade blaring out at full volume and everyone was dancing, drinking, eating and laughing. Donna looked around at the merriment, thunderstruck before folding her arms. An older blonde woman spotted her first and froze.

Elena then spotted a black man dancing before his partner stopped him and he too saw Donna. She leaned close to the Doctor and whispered. "That must be Lance and Nerys."

Everyone and everything in the room was silent and all eyes were on Donna, Elena, and the Doctor.

"You had the reception without me?" Donna asked.

"Donna..." Lance asked. "...what happened to ya?"

Donna raised her voice a notch. "You had the reception without me?"

There was an awkward pause.

"Hello!" the Doctor said cheerfully. "I'm the Doctor."

"And I'm Elena Mathews." she waved. "Hello."

Donna turned, looking at them. "They had the reception without me."

"Yes, I gathered." the Doctor nodded.

Elena nodded. "I can see that, Donna. Doesn't mean you have to like it."

"Well, it was all paid for..." Nerys snottily said. "Why not?"

Elena snorted and mumbled under her breath. "That _is_ be Nerys."

"Thank you, Nerys." Donna said.

The older blonde approached Donna. "Well, what were we supposed to do? I got your silly little message in the end... "I'm on Earth"? Very funny. What the hell happened? How did you do it? I mean, what's the trick because I'd love to know—"

The whole room started talking at the same time until all Donna can hear was an incomprehensible babble of voices. She looked at the Doctor and Elena. Elena shrugged her shoulders, smiling a bit. Donna looked back at the group before bursting into tears, at which the group's anger melted into pity. Lance hugged her and she cried into his shoulder. Everyone applauded and Donna looked at Elena and the Doctor, winking at them through her fake tears.

Elena winked back and the Doctor smirked.

≈ΘҖ≈

The reception party continued as before, except now Donna joined in with the dancing to _Love Don't Roam_. The Doctor and Elena were leaning against the bar, smiles on their faces as they watched Donna.

The Doctor then looked at Elena. "Can I borrow your phone for a minute?"

"Sure." Elena said, digging her phone out. As she dug through her pocket, she pulled out a watch and the Doctor's eyes caught it.

"Let me see that, Lena." Elena looked at him in confusion, but handed it to him. He studied the watch before turning it over and saw the front side, his breath stilling. The symbols on the front were... He looked at Elena. "Where did you get this watch, Lena?"

Elena looked at him. "I've had it all my life. Just like my necklace."

The Doctor looked at Elena's necklace and saw the same symbols. He looked at her, breathing deeply. _Why didn't I see it before?!_

Elena looked at him in concern. "Are you all right?"

"Have... you tried opening it?"

"Yeah, but I can't." Elena said, before taking hold of her phone. "Ha!" she handed him the phone and took the watch. "Here ya go."

Getting his breathing under control, the Doctor put his glasses on and does a WAP search for H C Clements, casting a furtive look around the room before using his sonic screwdriver to speed the process up. Once it was finished, Elena and he saw the result displayed on the screen: "Sole Prop. TORCHWOOD"

Elena looked at him. "Torchwood again? What are they up to _this_ time?"

"Don't know." the Doctor said before giving her the phone back, memories now seeming to flood back to him. The music becomes more prominent and the two watched the dancing. The Doctor's eyes fell on a couple dancing. The man threw the woman backwards over his arm and the Doctor was reminded briefly of the moment on New Earth when Rose fell into his arms after Cassandra left her body. He swallowed, looking away.

Elena sighed sadly before something caught her attention. In the corner, she saw a cameraman who is recording the proceedings. She nudged the Doctor, who looked at her. "There. Cameraman." he looked as well. "I think we can find out how Donna got into the TARDIS." she and the Doctor looked at one another. "Whaddya think?"

The Doctor grinned and the two walked over to him.

The cameraman put a tape in the camera to show them the footage of the wedding. "I taped the whole thing. They've all had a look. They said "sell it to _You've Been Framed_". I said "more like the News". Here we are..." He played the tape. The Doctor and Elena saw the camera was zoomed in on Donna's face as she seemingly disintegrated into golden particles with a scream.

"What the hell!" Elena exclaimed.

"Can't be!" the Doctor said. "Play it again?"

"Clever, mind!" the cameraman said, rewinding. "Good trick, I'll give her that. I was clapping."

The Doctor and Elena watched the video again, their brows furrowed incredulously.

"But that looks like... Huon Particles!" the Doctor said.

Elena looked at him in puzzlement. "Doctor, what are Huon Particles?"

"What's that?" the cameraman asked.

"That's impossible, that's..." the Doctor said, taking his glasses off. "... ancient! Huon energy doesn't exist anymore, not for billions of years! So old that..." His eyes were suddenly drawn to the ring/biodamper he earlier placed on Donna's finger.

"Doctor?" Elena asked. "What is it?"

"... it can't be hidden by a biodamper!" the Doctor concluded.

Elena's eyes widen. "Oh, shit!" she ran to Donna as the Doctor rushed to a window. "Donna! We've got trouble! The Santas... they've found you."

By this time, the Doctor joined them.

Donna looked at the Doctor. "But you said I was safe."

"The biodamper doesn't work." the Doctor said. "We've got to get everyone out."

Donna looked around at everyone. "Oh, my God. It's all my family..."

"Out the back door!" the Doctor shouted. He, Elena, and Donna ran out the back door, only to be confronted with two of the Santas.

"Maybe not." Elena muttered.

They ran back inside. The Doctor, Donna, and Elena darted over to another window and saw two more Santas.

"We're trapped." Donna exclaimed fearfully.

"I think that's their intentions." Elena said.

One of the Santas was holding a remote control, which it raised.

The Doctor looked at the Christmas tree in the middle of the room, a look of realization on his face. "Christmas trees..."

"What about them?" Donna asked.

"They kill." the Doctor said before running into the crowd, Donna and Elena following. "Get away from the tree!"

"Don't touch the trees!" Donna yelled, herding some of the children.

"Come on!" Elena said, gently pulling the children away. "Get away!"

"Get away from the Christmas trees!" the Doctor yelled. "Everyone get away from them!"

≈ΘҖ≈

The Santas were at the ready with their remote controls.

≈ΘҖ≈

Donna and Elena ushered a group of little girls away from the Christmas tree.

"Out!" Donna yelled. "Lance, tell them!"

"Stay away from the tree!" the Doctor yelled.

≈ΘҖ≈

The Santa pressed a big red button in the middle of their consoles.

≈ΘҖ≈

"Stay away from the tree!" the Doctor yelled.

"Oh, for God's sakes, the man's an idiot!" the blonde woman, who Elena knew was Donna's mother retorted. "Why? What's a Christmas tree gonna... oh!" She trailed off as she observed the baubles float away from the tree in a weird dance.

The Doctor watched them distrustfully as they hovered above everyone's heads. Everyone chattered excitedly.

"I don't like this." Elena said.

Just then the baubles began dive-bombing around the room and causing small explosions.

"Run for cover!" Elena shouted. "And get down!"

Everyone began screaming and running for cover. Donna pulled Lance down to hide under a table with her. The Doctor grabbed Elena's hand and the two ran over to the DJ's stand and hid behind it.

"This is getting more exciting by the minute!" Elena remarked sarcastically. She and the Doctor peeked over and saw the Santas were lined up opposite. She and Doctor stood, facing the Santas.

"Oi! Santa! Word of advice: if you're attacking a man with a sonic screwdriver..." the Doctor said, holding his screwdriver.

Elena then spoke into the microphone. "... don't let him near the sound system." she grinned and clicked her tongue, winking. "Everyone, cover your ears!"

The Doctor then held his sonic screwdriver next to the amplifiers and it made a horrible, high-pitched screeching sound. Everyone covered their ears and the Santas vibrated violently until they fell to pieces. The Doctor removes his sonic screwdriver and then ran to examine the mechanics of the Santas.

Everyone began to get up off the floor.

"All right, Stan..." Geoff said, helping Stan up. ".. you'll be all right. It's all over."

Donna ran to two of the children. "Michael? Connie?"

Elena walked down. "Donna, you all right?"

Donna looked at her and nodded.

Elena nodded and walked over to the Doctor, who picked up the consoles which the Santa had using.

"Oh Senita, do something useful." Donna said.

"But what is it?" Lance asked before pointing at the Santas. "What were they?"

"Just stop wittering, just help 'em." Donna said.

"Look at that." the Doctor said, looking at Donna, showing her and Elena the hand-held consoles. "Remote control for the decorations. But there's a second remote control for the robots." he examined the head of one. "They're not scavengers anymore. I think someone's taken possession."

"Never mind all that." Donna said, ignoring what the Doctor had just said. She was focusing on the people here. "You're a doctor. People have been hurt."

"Nah, they wanted you alive, look." the Doctor threw her a bauble. Elena caught it and the two women looked at it. "They're not active now.

"All I'm saying..." Donna said. "... you could help."

The Doctor was holding the head to his ear. "Gotta think of the bigger picture... there's still a signal!"And with that, he took off.

Elena shook her head and followed

Donna made to follow him when...

"Donna... who are they?" Sylvia asked scared. Donna looked at her. "Who is that man and that woman?"

Donna didn't have an answer for her. All she could do was stare at her mother before following after the Doctor and Elena, leaving Sylvia and Lance staring after her.

≈ΘҖ≈

Outside, Donna saw the Doctor and Elena. The Doctor was scanning the helmet with his sonic screwdriver.

"There's someone behind this, directing the roboforms." the Doctor said.

"But why is it me?" Donna said. "What have I done?"

"If we find the controller..." Elena said. "..we'll find that out, Donna." she looked at her. "Trust me."

"Oh!" the Doctor said, raising his sonic screwdriver into the air. "It's up there. Something in the sky."

≈ΘҖ≈

A woman's head spoke in a rasping voice as she watched the Doctor, Elena, and Donna on a screen. "Clever, clever, clever boy. Little traveling man." she cackled. "He shall come to me. You, your blonde companion, and the beautiful bride. Such secrets to unlock! I shall descend this night. I shall descend upon this Earth and shine!"

A star-shaped web was hovering in space over the Earth.

≈ΘҖ≈

"I've lost the signal." the Doctor said. "Donna, we've got to get to your office, H C Clements. I think that's where it all started." he then looked at Lance, who had joined the three. "Lance... is it Lance? Can you give me a lift?" He darted off without waiting for an answer.

Elena smiled apologetically at Lance before darting after the Doctor.


	6. The Runaway Bride Prt 2

The Doctor, Elena, Donna, and Lance arrived at H.C. Clements and ran into the building and then into Donna's office.

The Doctor and Elena went straight to a computer.

"This might just be a locksmiths." the Doctor said. "But H.C. Clements was brought up 23 years ago by the Torchwood Institute."

"Who are they?" Donna asked.

Elena looked at her. "They were behind the battle of Canary Wharf."

There was a blank silence from Donna.

"... Cyberman invasion." the Doctor added.

She looked at the two inquiringly.

"Skies over London full of Daleks?" Elena added.

"Oh, I was in Spain." Donna said.

"They had Cybermen in Spain." the Doctor said.

"Scuba diving." Donna said.

"That big picture, Donna... you keep on missing it." the Doctor said before darting over to another computer. "Torchwood was destroyed, but H.C. Clements stayed in business. I think... someone else came in and took over..." he whacked the monitor. "...the operation."

"But what do they want with me?" Donna asked.

Elena looked at the Doctor. "Even I'd like to know that.

The Doctor gave Donna his full attention. "Somehow you've been dosed with Huon energy. And that's a problem because Huon energy hasn't existed since the Dark times. The only place you'd find a Huon particle now is a remnant in the heart of the TARDIS. See? That's what happened. Say... that's the TARDIS." he showed Donna a mug. "And that's you." he picked up a pencil. "The particles inside you activated. The two sets of particles magnetized and WHAP!" he threw the pencil into mug. "You were pulled inside the TARDIS."

"I'm a pencil inside a mug?" Donna asked in a weak voice.

"Yes, you are. 4H. Sums you up." the Doctor said, before putting the mug down and going back to the computer. "Lance? What was H.C. Clements working on? Anything top secret? Special operations? Do not enter?"

"I don't know, I'm in charge of personnel." Lance said rather defensively. "I wasn't project manager."

The Doctor held his sonic screwdriver to the screen and it instantly displayed the page he was looking for.

"Why am I even explaining myself?" Lance continued on. "What the hell are we talking about?"

"They make keys, that's the point." the Doctor said. "And look at this..." Elena looked at the screen, which showed a 3D plan of the building. "... we're on the third floor."

≈ΘҖ≈

The Doctor, Elena, Lance, and Donna waited for the lift to come down to their floor.

"Underneath reception, there's a basement, yes?" the Doctor asked.

The doors pinged open and the Doctor went inside, looking at the controls. "Then how come when you look on the lift, there's a button marked 'lower basement'? There's a whole floor which doesn't exist on the official plans. So what's down there, then?"

"This building has a secret floor?" Elena asked.

"Yep." the Doctor said, popped the p. "This building's got a secret floor."

"It needs a key." Donna said.

"I don't." the Doctor said, sonicing the lock. He then looked at three. "Right then, thanks you two. Lena and I can handle this. See you later." he looked at Elena. "Come along, Lena." Elena walked into the left and stood next to the Doctor.

"No chance, Martian." Donna said, joining Elena and the Doctor. "You and Elena keep saving my life. I ain't letting you two out of my sight."

"Going down." the Doctor said.

Donna looked directly at Lance sharply. "Lance?"

"Maybe I should go to the police."

"Inside." Donna commanded

Lance meekly joined them in the lift.

"To honor and obey?" the Doctor mumbled to Lance

"Tell me about it, mate."

"OI!" both Elena and Donna shouted.

The Doctor smiled apologetically at Elena as the doors closed and the lift descended.

≈ΘҖ≈

The woman observed the proceedings from her web. "The bride approaches. She is my key!"

≈ΘҖ≈

The lift pinged, reaching the lower basement. The Doctor, Elena, Donna, and Lance stepped out into a long, dark, dank corridor which was dimly lit with an eerie green light.

"Where are we?" Donna asked. "Well, what goes on down here?"

"Good question, Donna." Elena said.

"Let's find out." the Doctor said.

"Do you think Mr. Clements knows about this place?" Donn asked.

"The mysterious H.C. Clements?" the Doctor asked. "I think he's part of it." just then, something caught his eye. "Oh, look. Transport." he ran off while the others just watched.

≈ΘҖ≈

The Doctor, Donna and Lance trundle down the corridor each standing on their own electric scooters, all looking extremely comical. Elena stood behind the Doctor, her arms around his waist. Donna looked at the Doctor, Elena, and Lance before bursting out laughing. The Doctor and Elena joined in. Lance didn't seem to get it.

Stopping, the four came to a door. Unwrapping her arms around the Doctor's waist, Elena got off and then the Doctor, who ran to the door which read, "Torchwood- authorized personnel only".

The Doctor turned the wheel that opened the door, revealing a ladder. He then peered up before looking at the others. "Wait here. Just need to get my bearings. Don't..." he pointed at all three. "... do anything." He started up the ladder .

"You'd better come back." Donna remarked.

"Safe and sound, ya hear." Elena added.

"I couldn't get rid of you two if I tried." the Doctor remarked.

Donna and Elena smiled before the three watched as the Doctor climbed the ladder.

Lance looked at Donna. "Donna... have you thought about this? Properly? I mean, this is serious! What the hell are we gonna do?"

Donna didn't seem to be really listening. "Oh, I thought July."

She smiled brightly and then turned her attention back to the Doctor climbing the ladder.

≈ΘҖ≈

The Doctor reached the top of the ladder where underside of a manhole blocked his path. Turning the wheel and opening it, the Doctor climbed out into daylight and saw he was overlooking the Thames Flood barrier.

≈ΘҖ≈

Jumping off the last rung of the ladder, the Doctor told the others. "Thames flood barrier! Right on top of us. Torchwood snuck in and built this place underneath."

"What, there's like a secret base hidden underneath a major London landmark?" Donna asked.

"I know!" the Doctor said. "I know, love."

≈ΘҖ≈

The group then entered a laboratory of some kind, full of massive test tubes bubbling away and chemistry equipment.

"Oh, look at this!" the Doctor said in awe. "Stunning! Particle extrusion!"

"What does it do?" Elena said curious.

"Particle extrusion." the Doctor said. "Hold on." he darted over to one of the bubbling tubes and tapped it. "Brilliant. They've been manufacturing Huon particles. In case my people got rid of Huons, they unraveled the atomic structure."

"Whoa." Elena looked around. "Deducer would have a field day here." she then looked at the Doctor. "I thought you said Huons particles were gotten rid of."

"Your people? Who are they?" Lance asked the Doctor. "What company do you represent?"

"Oh, I'm a freelancer. But this lot are rebuilding them." the Doctor said. Donna and Elena walked over. "They've been using the river! Extruding them through a flat hydrogen base so they've got the end result... Huon particles in liquid form." He picked up a small test tube full of the Huon particles.

"And that's what's inside me?" Donna asked.

The Doctor gently turned a knob at the top of the test tube, making the contents glow gold... and Donna with it.

"Oh, my God!" Donna gasped.

"Genius."the Doctor said, making the tube and Donna stop glowing. "Because the particles are inert. They need something living to catalyze inside and that's you. Saturate the body and then... OH!" This caused both Elena and Donna to jump out of their skin and the Doctor was all mad enthusiasm again. "The wedding! Yes, you're getting married, that's it! Best day of your life, walking down the aisle... oh, your body's a battleground! There's a chemical war inside! Adrenaline, acetylcholine, WHAM go the endorphins, oh you're cooking! Yeah, you're like a walking oven! A pressure cooker, a microwave, all churning away, the particles reach boiling point, SHAZAM!" Donna slapped him. He looked at her, stunned. "What did I do this time?"

"Are you enjoying this?" Donna asked.

The Doctor relaxed, feeling ashamed of himself.

Donna walked towards him, breathing heavily in her distress. "Right, just tell me. These particles, are they dangerous? Am I safe?"

"Yes!" the Doctor said unconvincingly.

"Really, Doctor?" Elena asked. "Is Donna _really_ safe?"

The Doctor looked at her.

Donna didn't look convinced. "Doctor..." he and Elena looked at her. "... if your lot got rid of Huon particles... why did they do that?"

"Because they were deadly." he said gently.

A look of terror came over Donna. "Oh, my God..."

Elena wrapped her arm around. "Shh, Donna. It'll be okay."

"I'll sort it out, Donna." the Doctor promised. "Whatever's been done to you, I'll reverse it. I'm not about to lose someone else."

Suddenly, they were distracted by crashes and bangs that seemed to come from all around them.

"What's that?" Elena asked.

"Oh, she is long since lost." a female raspy voice said.

One of the walls slid upwards to reveal a secret chamber with an enormous round hole in the floor.

"_I have waited so long. Hibernating at the edge of the universe._"

None saw Lance sneaking off.

"_Until the secret heart was uncovered and called out to waken me._" said the same raspy voice. When she finished, several robots turned from in the shadows and pointed guns at the two.

The Doctor strolled toward the hole and peered down. "Someone's been digging. Oh, very Torchwood. Drilled by laser. How far down does it go?"

"_Down and down, all the way to the center of the Earth!_"

The Doctor looked confused. "Really? Seriously? What for?"

Donna shuffled forwards and offered her opinion. "Dinosaurs."

The Doctor looked at her. "What?"

"Dinosaurs, Donna?" Elena asked confused.

"Dinosaurs?"

"What are you on about, dinosaurs." The Doctor asked in confusion.

"That film under the Earth with dinosaurs. Trying to help!"

"Not helping, Donna." Elena said. "I don't think that hole has anything to do with dinosaurs. Nice try though.

"_Such a sweet couple._" the raspy voice said, referring to the Doctor and Elena.

"Oi!" Elena shouted. "We're not a couple! I hardly know him!"

"Only a madman talks to thin air. And trust me; you don't want to make me mad. Where are you?"

"_High in the sky, floating so high on Christmas night. Hahaha!_"

"I didn't come all this way to talk on the intercom! Come on, let's have a look at you!"

"_Who are you with such command?_"

"I'm the Doctor."

"_Prepare your best medicines, doctor man, for you will be sick at heart!_"

Elena watched as a huge red spider materialized before them, snarling and growling. The spider had the upper part of a woman and the lower part of a spider. Her arms were pincers. Elena felt terror gripping her. Donna looked at the giant spider in horror and the Doctor something akin to shock.

"Racnoss." He half-whispered. "But that's impossible; you're one of the Racnoss!"

"_Empress_ of the Racnoss." the spider corrected.

"If you're the Empress..." Elena asked, getting her terror under control. "... where's the rest of the Racnoss?"

"Or..." the Doctor added. "...are you the only one?"

The Empress looked at the two, impressed. "Such sharp minds!"

"That's it. The last of your kind." He turned to explain to Elena and Donna. "The Racnoss come from the Dark Times. Billions of years ago. Billions. They were carnivores. Omnivores. They devoured whole planets."

"Racnoss are born starving. " the Empress butted in defensively. "Is that our fault?"

"They eat people?" Donna asked in disgust.

"I believe that's what the Doctor said, Donna." Elena said before something caught her eye. "Um... Donna, can I ask you a question?"

Donna and the Doctor looked at her. "Ya."

"Your boss, H.C. Clements. Did he wear those, uh, black and white shoes?"

"He did! We used to laugh." Donna smiled. "Nicknamed him the fat cat in spats!"

Elena nodded and pointed to a web on the ceiling. Donna and the Doctor looked and both saw a pair of black and white shoes was still attached to the unfortunate H.C. Clements that could still be seen poking out.

"Oh, my _god_!" Donna gasped out in horror.

"My Christmas dinner!" the Empress cackled. "Hahaha!"

The Doctor grew furious, his face livid. "You shouldn't even exist!" he then addressed Donna and Elena. "Way back in history, the Fledgling Empires went to war against the Racnoss. They were wiped out!"

"Except for me."

Behind the Empress, all three saw Lance sneak up behind her, wielding an axe.

Unaware of the Doctor's somber face, Donna began to distract the Empress from whatever she thought her fiancé was about to do. "That's what I've got inside me, that Huon energy thing." The Empress turned to look behind her. "Oi! Look at me. Lady, I'm talking." The Empress looked back at her. "Where do I fit in? How come I get all stacked up with these Huon particles?" The Empress looked behind her. "Look at me you! Look me in the eye and tell me!"

The Empress looked back to Donna. "The bride is so feisty! Just like her friend!"

"You better believe it, bug lady." Elena grinned. "I wouldn't have her any other way."

Donna grinned at her and then addressed the Empress. "Yes, I am. And I don't know what you are you big, thing! But a spider's just a spider. And an axe is just an axe! Now, do it!" Donna yelled the last line at Lance.

Lance swung the axe and the Empress swung around and hissed at him. At the last minute, Lance stopped, glanced round at Donna, and began laughing, along with the Empress.

Elena glared at Lance, not at all taken back by his actions. _Why am I not surprised?_

Lance looked at the Empress, still laughing. "That was a good one. Your face."

"Lance is funny."

"What?" Donna looked confused.

The Doctor looked at Donna.

Elena glared at Lance and hissed. "You son of a bitch."

"I'm sorry." The Doctor replied sadly.

"Sorry for what?" Donna still didn't understand. "Lance, don't be so stupid. Get her!

"God she's thick." Lance said cruelly.

Still confused, Donna looked right back at him.

"Months I've had to put up with her. _Months_! A woman who can't even point to _Germany_ on a _map_."

"Shut up, you bastard!" Elena yelled.

Donna looked at the Doctor and then to Lance, uncomprehending it all. "I don't understand."

"How did you meet him?" The Doctor questioned.

"In the office."

"He made you coffee, Donna." Elena said softly.

"What?"

Lance addressed Donna like he was addressing an idiot. "Every day, I made you coffee."

The Empress made a sound that could have been a giggle.

"Donna..." Elena said softly. Donna looked at her. "Think. How would the Huon particles get into you?"

"You had to be dosed with liquid particles over six months." The Doctor explained.

"He was poisoning me." Donna stated blankly. She looked at the Doctor and then Elena.

"He's been using you, Donna." Elena said. "But." she nodded. "Ya. He was."

"It was all there in the job title. The head of human resources." The Doctor continued bitterly.

"This time, it's personnel." Lance smiled horribly again and looked up at the Empress.

"B-but we were getting married!" Donna protested.

"Well, I couldn't risk you running off. I had to say yes. Then I was stuck with a woman who thinks the height of excitement is a new flavor Pringle. Oh, I had to sit there and listen to all that yap, yap, yap. Ooh, Brad and Angelina! Is Posh pregnant? _X Factor. _Atkin's diet. Fung shui. Split ends. Text me. Text me. Text me. Dear god, the never-ending fountain of fat, stupid trivia! I deserve a medal!" He said bitterly.

"You're such a bastard!" Elena yelled bitterly. "Any man would be lucky to have Donna as a wife! She may be a bit bossy..."

"Oi!"

"Hot-head..."

"Oi!"

"And maybe a bit dense."

Donna was about to retort, but stopped by what Elena said next.

"But she's also a very caring woman who cares very deeply for those she loves and you would have been a _very_ lucky man to have married her, but no. You had to go and use her. Poisoning her with Huon particles. And not only that, you bedded a spider!"

Donna looked up at Elena, feeling her heart fill with love for the blonde woman who stood up for her and spoke words so passionately. Even though they hadn't known each other for long, Donna considered Elena a very dear friend, even a sister. The Doctor was also awed by Elena's words.

Lance glared at Elena. "You know nothing, Blondie!"

Donna glared at him. "Oi! Don't call Elena "blondie"!"

"Oh, is that what she's offered you? The Empress of the Racnoss. What are you? Her consort?"

"It's better than a night with her." Lance insulted harshly.

This made Elena want to gag. "You are one sick son of a bitch, Lance! Picking an alien...a spider alien over a human!"

Donna looked at Lance, heart-broken. "But I love you."

Lance looked on with fake sympathy. "That's what made it easy."

Elena glared at him. "I'll show you _easy_, Lance."

Ignoring her, Lance continued. "It's like you said, Doctor. The big picture. What's the point if the human race is nothing? That's what the Empress can give me. The chance to… go out there. To see it. The size of it all!"

"OH JUST SHUT UP ALREADY!" Elena yelled. "WE DON'T NEED TO HEAR ANYMORE OF YOUR ANNOYING VOICE!"

"Lena, I'll handle this."

"I think you understand, don't you, Doctor?"

The Empress spoke up. "Who is this little physician?"

"She said—Martian."

"Oh, I'm sort of homeless." The Doctor said. "What's down here? The Racnoss are extinct. What's going to help you 4,000 miles down? That's just the molten core of the Earth, innit?"

"I think he wants us to talk." Lance said tilting his head to the side.

"I think so, too." Agreed the Empress.

"Well, tough. All we need is Donna."

"Kill this chattering little doctor man and his mate."

"Don't you hurt her!" Donna cried. "Or him." She stepped in front of the Time Lord.

The Doctor wasn't worried for himself. "No, no. It's all right."

"No, I won't let them!" Donna shouted.

"At arms!" She commanded to the robots. All turned in response.

The Doctor saw the danger he, Donna, and Elena were in. "Ah! Now, except…"

"Take aim!" The Empress continued, ignoring him. The robots lifted their guns and aimed them at the trio.

"Well, I just want to point out the obvious!" the Doctor said.

"They won't hit the bride. They're such very good shots." The Empress replied gleefully.

The Doctor began stuttering. "J-j-j-ju-ju-jus-just. Just hole on! Hold on just a tick! Just a tiny little, just a… tick! If you think about it, the particles activated in Donna and drew her inside my spaceship. So _reverse_ it..." He pulled the glass phial from his pocket. "... and the spaceship _comes_ to _her_." and twisted the nob. The particles started to glow in both the capsule and Donna.

The Empress yelled out, "FIRE!"

As the robots fired, the TARDIS materialized around the trio so the bullets never touched them.

≈ΘҖ≈

The Doctor quickly jogged up to the console. "Off we go then!" He began pressing buttons and pulling knobs in is normal manic fashion.

≈ΘҖ≈

The TARDIS began dematerializing from the lair much to the distress of the Empress.

"My key! My key!"

≈ΘҖ≈

"Oh, you know what I said before about time machines?" the Doctor muttered to Donna as he piloted the TARDIS, "Well, I lied. And now we're gonna use it."

Elena saw Donna sitting dejectedly in a chair and knew the woman needed comfort. The shaking and crying. Donna was thinking of all the nasty things Lance had spoken about her. Elena stood and walked over, sitting beside the ginger.

Shaking his head, the Doctor said, "We need to find out what the Empress of the Racnoss is _digging_ up. If something's buried at the planet core, it must've been there since the beginning. That's just brilliant. _Molto bene_! I've always wanted to see this. Donna, Lena…we're going further back than I've ever been before."

He looked up to see Elena sitting beside Donna, her arm around Donna's arms as her shoulders shook with silent tears.

"Shh," Elena soothed. "Its okay."

"No," Donna shook her head miserably, "No, it's not."

"If this has to about Lance, Donna." Elena said softly. "Don't listen to what he said about you. What he said wasn't true."

Donna looked at her. "But..."

"Donna, what I said about you is true. You're a very beautiful and caring woman. And any man in his _right_ mind would be lucky to have you as his wife. Lance was stupid to give you up and side with the Racnoss. And what he did to you was unforgivable. If anyone is thick here, it's Lance. He has no idea what he's given up. I bet you can find a bloke better than him who will treat you the way you should be treated."

Donna laughed.

Elena smiled. "Do you want to know how I ended here?"

"If you want to tell me."

"Remember when the Doctor and I asked about the Cybermen back in the office?" Donna nodded. "I was there. At Canary Wharf. Me, my parents, the Doctor, and his friend. We sent the Cybermen and these other creatures... Daleks back into this place called the Void and during that, my parents were killed by the Daleks. It still hurts to think about it. Seeing my parents die before my very eyes. I know the pain your feeling isn't exactly what I'm feeling, but they're similar." she smiled at Donna. "But I know you can get through this."

Donna felt better, knowing Elena was right. She _can_ do better than Lance.

The Doctor had listened and staring at Elena as she cheered Donna up. Telling good things about her. And it seemed to do the trick. The shuddering of the shoulders had diminished and the sobs were gone.

≈ΘҖ≈

The TARDIS arrived at its destination and the Doctor peered around the console at the two women and saw Donna was still sitting in the chair, miserable, but as much as before with Elena beside her, rubbing her back. He said softly. "We've arrived. Want to see?"

Donna sighed, but smiled a bit. "I s'pose."

The Doctor swung the monitor around, as though about to show them, when he frowned, "Oh, that scanner's a bit small. Maybe your way's best," he walked over to the door.

"This should be interesting." Elena smiled at Donna with encouragement. "C'mon, Donna. We'll never get a chance like this."

"Come on." the Doctor gently urged.

Elena stood and held a hand out to Donna. Slowly, Donna took it and together, the girls walked over to the doors.

"No human's ever seen this. You two will be the first."

"All I want to see is my bed," Donna muttered.

"Donna Noble…Elena Mathews...welcome to the creation of the Earth," the Doctor announced before throwing open the doors, revealing a spectacular sight.

Both girls' mouth fell open, seeing the sun shining brightly through a beautiful colored dust and gas cloud, enormous rocks floating all around.

"Wow." Elena breathed.

"We've gone back 4.6 billion years," The Doctor smiled at their shocked expressions, "There's no solar system, not yet. Only dust and rocks and gas. That's the Sun over there," the Doctor pointed, "Brand new. Just beginning to burn."

"Where's the Earth?" Elena asked, looking around.

"All around us...in the dust."

"Puts the wedding in perspective. Lance was right. We're just...tiny." Donna piped in.

"No, but that's what you do," the Doctor beamed, "The human race. Making sense out of chaos. Marking it out with weddings and Christmas and calendars. This whole process is beautiful, but only if it's being observed."

"So, Elena and I came out of all this?" Donna started to smile.

"Isn't that brilliant?" he laughed as a massive chunk of rock floated lazily past the TARDIS.

"I think that's the Isle of Wight," Donna joked.

Everyone laughed.

"Eventually, gravity takes hold," the Doctor explained. "Say, one big rock, heavier than the others, starts to pull other rocks towards it. All the dust and gas and elements get pulled in. Everything, piling in until you get..."

"The Earth." Elena said.

The Doctor looked at her and she him. The lights from the gases gave Elena an ethereal look and he felt his hearts beat a bit fast. "Exactly." He looked out. "But the question is...what was that first rock?"

Just then a star-shaped rock emerged through the clouds.

"Look," Donna pointed.

"The Racnoss..." both the Doctor and Elena said.

The Doctor rushed back to the console and turned the wheel frantically, "Hold on…the Racnoss are hiding from the war! What's it doing?"

The rocks and particles of dust and gas began zooming past, all towards the Racnoss as though drawn there by a magnetic force.

"Doctor..." Elena called.

"Exactly what you said," Donna called back.

"They didn't just bury something at the center of the Earth..." the Doctor told them.

"It was like they _became_ the center of the Earth." Elena concluded. "The first rock."

"Exactly."

The Doctor looked up, stunned, before the TARDIS violently shuddered, nearly knocking them all off their feet.

"What was that?" Donna gasped.

"Trouble." the Doctor said.

Elena quickly pulled Donna back in and slammed the doors and all three ran back to the console.

"What the hell's it doing?" Donna shouted as the shaking got worse.

"A little trick of mine." the Doctor said. "Remember that trick with the particles pulling particles?" Donna and Elena nodded their heads. "Well... it works in reverse! They're pulling us back!"

"WHAT!" Elena yelled before laughing haughtily. "Oh, isn't that wizard?!"

The Doctor desperately tried to pilot the TARDIS away, but it was beyond his control. It seemed the Empress was in control now. They were going back and there wasn't anything they could do.

"Well, can't you stop it?" Donna asked. "Hasn't it got a handbrake? Can't you reverse or warp or beam or something?"

"Backseat driver," the Doctor muttered. Elena snickered. "Oh! Wait a minute!" he pulled out what resembled a small surfboard from underneath the console.

Elena looked at it. "What the hell is that?!"

"The extrapolator!" the Doctor answered. "Can't stop us, but it should give us a good bump!"

Elena arched an eyebrow. "What are you going to do with it?"

The Doctor just grinned, pulling out the mallet.

"You're not gonna..."

"It can't stop us, but it should give us a good bump!" the Doctor said before whacking the extrapolator. "Now!"

≈ΘҖ≈

The TARDIS dematerialized from the pit chamber and back to one of the corridors of the base.

The Doctor was the first out, looking around. "We're about 200 yards to the right. Come on!" All three ran, stopping a moment outside the doorway leading up to the Thames Flood Barrier.

"But what do we do?" Donna gasped, out of breath and scared.

The Doctor grabbed his stethoscope and put the chestpiece to the door, listening intently behind it, "I don't know! I make it up as I go along! But trust me, I've got a history."

"You make them up as you go along?" Elena said.

The Doctor grinned.

Elena rolled her eyes. "Why am I not surprised by this?"

"But I still don't understand." Donna shook her head. "I'm full of particles…but what for?"

"There's a Racnoss web at the center of the Earth." the Doctor began, speaking quickly, "But our people unraveled their power source. The Huon particles ceased to exist but the Racnoss are stuck," The Doctor was so caught up in his explanation.

Without his knowledge, a robot grabbed Donna from behind, covering her mouth with one hand and wrapping its other arm around her waist, dragging her away. Elena saw the Doctor's attention was so caught up so she followed after the robot.

"They've just been in hibernation for billions of years. Frozen. Dead. Kaput! So you're the new key. Brand new particles, living particles! They need you to open it…and you both have never been so quiet." He turned around and looked behind him, seeing Elena and Donna were gone. "Oh!" he looked both ways before turning back to the door. Using his sonic screwdriver, the door opened, only to come face to face with an armed robot.

≈ΘҖ≈

"I hate you!" Donna spat at Lance.

"You're not in this alone, Donna." Elena said.

"Yeah, I think we've gone a bit beyond that now, sweetheart." Lance said to Donna, ignoring Elena.

All three were in a webbing stationed above the pit.

After Elena had followed the robot, she watched as Donna was bound in webbing before raised above the pit. What she should have down was watch her back because a robot snuck up behind her and here she was. Stuck in the webbing... next to Lance.

"My golden couple," the Empress smirked, looking up at Lance and Donna. "Together at last…your awful wedded life. Tell me, do you want to be released?"

"Yes!" Donna, Elena, and Lance shouted in unison.

"You're supposed to say 'I do.'" the Empress spoke to Donna and Lance, ignoring Elena.

"Ha!" Lance sneered, "No chance."

"Say it!" the Empress hissed.

Lance glanced at Donna and she him. After a few moments, Lace spoke out. "I do."

"I do." Donna replied quickly.

"I don't." the Empress cackled.

Elena rolled her eyes and sneered. "Big surprise there."

"Activate the particles. Purge every last one!" Elena watched as both Donna and Lance began glowing. "And release!" The particles extracted themselves from the two and zoomed down the hole in the ground. "The secret heart unlocks. And they will waken from their sleep of ages."

"Who will?" Donna asked quizzically. "What's down there?"

"How thick are you?"

"Donna." Elena said. Donna looked at her. "The Empress's children is down that hole. That's why she needed the Huon particles from you."

"My children, the long lost Racnoss." the Empress cheered, now ignoring the three in the web above her. "Now will be born to feast on flesh!" All three could hear the chirping and the patters of feet of thousands of spiders from within the pit and the sounds of tiny feet. Like they were coming up the hole. "The web-star shall come to me. My babies will be hungry. They need sustenance." the Empress smiled, hissing as she looked up at the three. "Perish the web."

"Use them!" Lance struggled, looking at Donna and Elena. The Empress turned her attention to him. "Not me! Use them!"

"Oh, my funny little Lance!" the Empress chuckled. "But you are quite impolite to your lady friend. The Empress does not approve." the web around Lance loosened and he tumbled down into the hole.

"Laaaaaance!" Donna shrieked.

Elena closed her eyes, exhaling sadly. She may have hated Lance, but she didn't want him to die.

"Harvest the humans!" the Empress commanded. "Reduce them to meat," one of the robots ascended the stairs, running up the side of the chamber, "My children are climbing towards me and none shall stop them!" she hissed and turned to the robot, "So you might as well unmask, my clever little doctor-man."

The robot removed his mask and cloak to reveal the Doctor underneath. "Oh well. Nice try." He then aimed his sonic screwdriver up at Donna and Elena, causing the web to loosen around them. "I've got you, Donna! Lena!"

"I'm gonna fall!" Donna screeched as the web loosened.

"You've got to swing," Elena yelled, grabbing a thick strand of webbing and swung right over the hole.

"I've got ya!" the Doctor cried, his arms outstretched to catch her.

Elena swung her legs up and saw the Doctor under her. She let go of the strand and fell into the Doctor's arms.

The Doctor grinned. "There ya go." he then set her down and held his arms out to catch Donna. "I've got you, Donna!"

"You can do it, Donna!" Elena shouted encouragingly.

Like Elena, Donna swung right over the hole holding onto one of the strands of web and towards the two. She screamed and swung…right underneath the Doctor, smashing into the wall with a dull bang.

"Ooh, ouch." Elena made a pained face and peered over the railing. "Are you okay, Donna?"

The Doctor peered over the railing as well and saw Donna sprawled out on her back below them. "Oh... sorry."

"Thanks…for nothing," Donna retorted smartly.

Elena went down and helped Donna up.

The Doctor gave her an apologetic look.

"The doctor-man and his mate amuse me." the Empress remarked.

"Empress of the Racnoss," the Doctor turned to her. "I give you one last chance. I can find you a planet. I can find you a place in the Universe to coexist. Take that offer and end this now."

"This man is so funny."

"What's your answer?"

"If I were you, Empress," Elena said. "I'd take his offer."

The Empress looked at Elena and then to the Doctor and laughed. "Oh! I'm afraid I have to decline."

Elena sighed, shaking her head. "He had offered you a place to live peacefully and you spat it back in his face. Not a good idea, Empress."

"And what happens next is your own doing." the Doctor said in serious manner.

"I'll show you what happens next." the Empress hissed. "At arms!" the robots raised their guns. "Take aim!" they aimed, "And…"

"Relax," the Doctor quietly, the robots going limp.

Donna looked at the Doctor. "What did you two do?"

Elena looked at him as well. "Yeah. It looks like you reprogrammed them."

"Guess what I've got, Donna. Lena." the Doctor smirked down at the two, pulling the remote control for the robots from one of his pockets, "Pockets!"

Elena smiled. "You _did_ reprogram them! Clever!"

The Doctor grinned, winking and clicking his tongue.

"How did that fit in there?" Donna asked.

"Let me guess, Doctor." Elena smirked. "They're bigger on the inside. Just like the TARDIS."

"Bingo, Lena." the Doctor smiled. He then turned attention back to the Empress, his expression, serious.

"Robo-forms are not necessary," the Empress dismissed, "My children may feast on Martian flesh."

"Oh, but I'm not from Mars."

"Then where?"

"My home planet is far away and long since gone. But its name lives on." the Doctor said. "Gallifrey."

Hearing that name... Gallifrey. It sounded somewhat familiar to Elena. Like... a distant memory. She wasn't able to think on it because the Empress broke her train of thought.

The Empress reared back, suddenly full of anger as she roared out. "They murdered the Racnoss!"

"I warned you," the Doctor said. "You did this." He pulled out a handful of baubles from her pocket.

"No!" the Empress began to panic, seeing them. "No! Don't! No!"

With accuracy, the Doctor threw them into the air. Some moved to surround the Empress while others smashed into the walls of the corridor, destroying them. Some let in the water from the Thames, rushing in like rapids. Another bauble exploded, causing a fire to spring up at the Empress's feet. She wailed as the water flooded into the chamber and down the hole.

"My children!" the Empress cried, grief-stricken.

"This would never have happened if you took the Doctor's offer, Empress of the Racnoss!" Elena said, feeling pity for her.

The Doctor stood, watching in silence, surrounded by fire and water, while the river swirled down the hole like a plughole.

"No!" the Empress continued to cry like she was in terrible pain, "My children! My children!"

"Doctor!" Donna shouted up at them, "You can stop now!"

But the Doctor made no move to stop, just watching as the Racnoss writhed and wailed in agony, his eyes full of darkness, pain.

Elena looked up at him. "Doctor, she's right." She ran up the stairs and slipped under his arm and stood in front of him. "You need to stop. Please. You gave the Empress the chance to leave Earth and she didn't take it. We need to leave before this whole place floods and we drown!"

He looked down at her, having gotten so absorbed in his memories that he nearly forgotten Donna and Elena were there. He stared at her a moment before nodding and turned down to Donna, "Come on! Time we got you out!" He took Elena's hand and ran down the stairs toward Donna who was running up to them.

"Come on, Donna!" Elena shouted.

"Transport me!" the Empress cried, disappearing from the room in a blue light.

They paid her no heed as they ran down the corridor back to the barrier door, climbing up the ladder once more. Donna was first, followed by Elena, and then the Doctor.

"But what about the Empress?" Donna called to them as they started to climb.

"She's used up all her Huon energy," the Doctor explained, "She's defenseless!"

"That's good then!" Elena yelled.

"Oh ya," the Doctor said.

They reached the top of the ladder. Donna was first, followed by Elena, and last by the Doctor.

Elena saw how high they were. "Oh that's high. I hate heights." But she completely forgot about it as all three cheered in delight when they saw the remains of the Racnoss spaceship falling to Earth, destroyed.

"That's very good." he finished.

"Just...there's one problem." Donna said, catching her breath.

"What's that, Donna?" Elena looked at her.

"We've drained the Thames."

They looked over to see the Thames was completely emptied of water. Unable to help themselves, they all collapsed into laughter once more.

≈ΘҖ≈

The TARDIS appeared across the road from Donna's house, the three of them stepping outside.

"There we go," the Doctor smiled, "Told you she'd be alright. She can survive anything," he grinned.

"More than I've done," Donna commented.

The Doctor quickly pulled out the sonic and scanned her, "Nope! All the Huon particles have gone. No damage, you're fine."

"Yeah, but apart from that...I missed my wedding, lost my job, and became a widow on the same day. Sort of."

"He couldn't be saved, Donna." Elena said sadly. Despite how much she loathed that man, none of them wanted Lance to die.

"He deserved it," Donna remarked, unfeelingly.

Elena raised a brow. "Do you _really_ think Lance deserved to die, Donna?"

Donna's face softened, "No, he didn't." she looked back at her house, "I'd better get inside. They'll be worried."

"Best Christmas present they could have, Donna." Elena said, peering into the window and saw Donna's mother and father hugging. She felt tears well in her eyes at just seeing the display and knowing that she would never get to hug her parents ever again.

"Oh, no, forgot…you hate Christmas," the Doctor cut in.

"Yes, I do," Donna nodded.

The Doctor smirked, "Even if it snows?" he reached in and tweaked a hidden switch in the TARDIS. A ball of light shot up out of the top and exploded like a firework in the sky, shifting into falling snow.

Elena looked up, quickly forgetting Donna's parents. A smile lit up her face. "Oh, wow!" She laughed as she began dancing in the snow. Both Donna and the Doctor smiled, watching her.

Donna laughed with delight, "I can't believe you did that!"

The Doctor smiled, leaning casually against the TARDIS. "It's just your basic atmospheric excitation."

Elena came over and rejoined the two, smiling.

"Merry Christmas," Donna smiled.

"Merry Christmas, Donna." Elena said, eyes twinkling.

"And you," The Doctor nodded. "So...what will you do with yourself now?"

"Not getting married for starters." Donna laughed. "And I'm not gonna temp anymore. I dunno...travel...see a bit more of planet Earth...walk in the dust. Just...go out there and do something."

"Well, you could always..." the Doctor trailed off.

"What?" Donna frowned, looking between them.

"...come with me." he finished.

Donna smiled lightly, "No."

"Okay," the Doctor nodded, sounding disappointed.

"I can't..."

"No, that's fine," he said, waving her off with false indifference.

"No, but really...everything we did today...do you live your lives like that?"

"...not _all_ the time…"

"I think you do." Donna said. "And I couldn't."

"What about you, Lena?" the Doctor asked.

Elena looked at him. "What?"

"Wanna travel with me?"

"I can't."

The Doctor felt his hearts break.

Elena gave him a small smile. "I need to be with my family for a while and there's the funeral and things that need to be done." she then handed him her phone. "Here. Put your number in my phone in case I need to call you."

The Doctor smiled and using the sonic screwdriver, he turned it into a superphone. He then handed it back. "There ya go. I've put my number in there. Under your "Contacts", look for "Doctor"." he smiled.

"Will do." Elena smiled and put it away.

The Doctor then looked Donna. "But you've seen it out there. It's beautiful."

"And it's terrible," Donna shook her head, "That place was flooding and burning and they were dying and you…" she looked at the Doctor, "...stood there like...I don't know...a stranger. And if Elena hadn't pulled you from whatever place you were in... I don't think we would have ever made it out of there alive. And then you made it snow…I mean, you scare me to death!"

"Well then," he swallowed hard.

"Tell you what I will do though…Christmas dinner," Donna tried to smile, "Oh, come on."

"I don't do that sort of thing..."

"You did it last year, you said so."

"And you might as well because Mum always cooks enough for twenty."

The Doctor hesitated, "Oh, alright then. But you go first, better warn them. And...don't say I'm a Martian!" he nodded back to the TARDIS, "I'll just have to park her properly... Otherwise she might drift off to the Middle Ages."

Both Elena and the Doctor turned and headed back inside. Something in Donna's gut told her they weren't going to _park_ it and her suspicion was confirmed when the TARDIS started to dematerialize. "Doctor! Elena!"

The engines stopped and both the Doctor and Elena popped out of the door. Elena stood in front of the Doctor.

"Blimey, you can shout." the Doctor said.

"You got that right." Elena mumbled, which earned her a nudge from the Doctor.

"Am I ever gonna see you two again?"

Elena looked up at the Doctor and he her. She then looked back at Donna. "You never can tell." She smiled warmly, winking.

Donna smiled. "Just...promise me one thing. You keep Elena with you. Keep her with you. You promise me you'll look after her and keep her safe."

"Of course I will." the Doctor said.

"I mean it, Doctor. Back there. In your eyes, I saw something I never want to see again. Because sometimes, I think you need someone to stop you. And Elena was the only one that could. So I'm counting on you to keep her safe. I see her as a younger sister."

Elena felt her heart swell at hearing Donna call her "sister". Quickly getting out of the TARDIS, she ran over to Donna and hugged her. Donna hugged her back. "You take care of yourself, Donna."

"You too, Elena. Make sure he keeps you safe." They looked at each other. Both smiled. Elena smiled and walked back to the TARDIS.

The Doctor blinked, "I promise." he nodded quietly, pausing a moment, "Thanks then, Donna. "Good luck. And just..." the Doctor trailed, trying to find the right words, "Be…"

"… magnificent," Elena smiled.

Donna smiled and laughed, "I think I will, yeah," the Doctor and Elena smiled at her and turned to go back into the TARDIS.

"Doctor? Elena?"

The Doctor opened the door, peering out with mock exasperation. Elena peered out as well, giggling quietly. "Oh, what is it now?"

"Those friends of yours... the one who owned the blouse and the locket you're wearing. What are their names?"

The Doctor smiled sadly and Elena could see the deep sadness in his eyes. "The one who owned the blouse.. her name was Rose. And the owner of the locket... her name was Midori. She was also from Gallifrey."

"What does her name mean?"

"It means "hope" in Gallifreyan."

Donna nodded, smiling. "It suits her." the Doctor nodded, a small smile. "What happened to her? Because you seem so sad."

Smile leaving, the Doctor felt a lump in his throat as he fought the pang of sadness in his hearts. "She... gone. Died. Along with the rest of my people."

Donna looked at the Doctor with sympathy. "I'm very sorry. She must have meant a great deal to you."

The Doctor nodded. "She did. And still does."

Elena nodded one more time at Donna before moving back inside and the Doctor followed, closing the door.

Instead of the TARDIS dematerializing, it shot up into the night's sky. Donna watched with a sad smile before walking back home.


	7. Saying Goodbye is Hard

As the Doctor tinkered around the console, Elena stood against the railing, thinking off all that happened. She lost her parents at Canary Wharf, she met a bride in white named Donna. They were kidnapped by a Robot Santa. She and Donna jumped from the speeding taxi on the motorway and saved by the Doctor. Confronted an alien spider known as the Racnoss, saw the beginning of the Earth and then the Empress didn't take the Doctor's offer to leave Earth which caused, not only her death, but also her children's.

She felt exhaustion catch up to her and felt like she wouldn't be able to stand much longer. She looked at the Doctor. "Do you know where I can rest for a while before you drop me off?"

The Doctor looked at her. "Yeah. Just take the corridor and ask the TARDIS. She'll help you."

"Thanks." and she walked down the corridor.

≈ΘҖ≈

Walking through the hallway, Elena noticed doors with names on it. _Must be companions that have come and gone._ She thought before looking up. "Need a little help here. Can you show me a room that isn't occupied?"

The TARDIS hummed and a door opened. Elena thanked the TARDIS and walked inside. The room was spacious with a queen-size bed with some pillows. The room also had an armoire, a couple chester draws. She also saw a door which she guessed led to the bathroom. Seeing the bed looked so inviting, she went over, took her socks and shoes off and got comfortable. She sighed blissfully. _Oh, yeah._ The bed was definitely comfortable. And in no time, she was fast asleep.

≈ΘҖ≈

Opening her eyes, Elena saw she was in a field of flowers and the sun was setting. She looked around in confusion. "Where am I? What is this place?" she then noticed the outfit she was wearing. It was a long white summer casual dress with thin sleeves. She then looked back at her surroundings. "Am I in... heaven?"

"No, Elena."

Elena looked ahead and her eyes widen. Coming towards her were her parents, looking as they did the day they died without their injuries. They wore all white. Betsie wore a white ankle-length strapless renaissance dress with a sweetheart neckline. The bodice was tight, but not where it could choke her. She also wore a long-sleeve white jacket with the collar turned up.

Leo wore a white poet shirt and black pants. He and Betsie were smiling gently at Elena.

"Mum?" Elena said. "Dad?" The two nodded, smiling. Elena ran up to them and the three did a family hug. "I've missed you both. So much." she nuzzled both her parents, breathing in their familiar scents.

"We've missed you too." Leo smiled. "But we've been watching you and..." the three released one another and Elena looked at him. "... we're very proud of what you've done."

Elena smiled a watery smile. "If this isn't heaven then... what this place?"

"You're dreaming, sweetie." Betsie answered.

"Huh?" Elena said. "I'm dreaming? So..." she looked between her parents. "... this mean you two aren't real?"

"We are." Betsie said. "Leo and I were given the chance to speak with you while you're dreaming."

"So... why are you here?"

"We need to discuss some things." Leo said. "We can do that while we eat."

Just then a picnic suddenly appeared before them. The checkered blanket was all laid out with the basket. Plates for three were out, filled with a good piece of cheese, some crackers, and different fruits: bananas, red grapes, pears, apples, and for drinks, there were three glasses of orange juice.

Elena's eyes widen. "Wow."

"Come, Elena." Leo said softly. "We have much to discuss."

≈ΘҖ≈

As the group ate, Betsie decided to speak up. "You may not know it, Elena. But your destiny and that of the Doctor's are intertwined."

Elena looked confused. "What do you mean?"

"When we died..." Leo said. "... we saw your future and it's connected with the Doctor. The days before you will be hard at times, but with the Doctor at your side, they will start to look brighter. You'll meet new friends that will help you. Forge unbreakable bonds and unite two families."

"But before this happens, Elena." Betsie said. "You need to grieve for us."

"I have." Elena said quickly.

Betsie shook her head. "No, you haven't, Elena."

"You're wearing a mask." Leo said softly, cupping her face, looking at her. "Hiding what you're actually feeling. Donna and the Doctor think you're fine, but you're not. You're still feeling the pain of our deaths and haven't come to terms with it. You need to mourn. Mourn with your family."

"It's time for you wake." Betsie said.

Elena's eyes widened. "What? No! Please!"

"You must, Elena." Leo said gently. "And know this... we'll always be watching over you."

And with that, Leo and Betsie vanished.

"No! Please! Don't leave me!" Elena wailed. "Don't leave me! Mum! Dad! Don't leave me."

And darkness took her.

≈ΘҖ≈

Elena felt somebody shaking her. "Lena."

"Mum! Dad!" Elena mumbled. "Don't leave me!"

The Doctor shook her a bit more. "Lena, wake up!"

Elena's eyes shot open and she sat up. "DON'T LEAVE ME!" she felt herself hitting something hard.

"Ow!" came the Doctor's voice. "You're got a hard head."

Elena looked over and saw the Doctor rubbing his tender forehead. "Doctor, what're you doing here?"

"I heard you crying out so I came to check on you." he said, coming over and sitting down. "You've been crying. You all right?"

Elena touched her cheek and felt wetness and indeed, she was crying. "Yeah. I'm fine."

The Doctor stared at her closely. "What were you dreaming about?"

"Nothing."

"It must have been something to make you cry."

"I'm... fine."

The Doctor stared at her a few more minutes before saying. "Okay. Just wanted to ask when you wanted to be dropped off."

"If it's all right." Elena said getting off the bed. "Now would be great. I need to see how my family's doing."

The Doctor felt sadness flow through him, but he shook it away. "Sure, sure."

≈ΘҖ≈

Now back in the console, the Doctor was moving around turning levers and pressing buttons. He then asked. "Where do you live?"

"London." Elena said. "More specifically, Acacia Road." she then grinned. "Hope you can get it right _this_ time unlike you did with Donna."

"Oi!" the Doctor mock-glared, pointing at her. She put her hands up in a mock-surrender. He set the coordinates in and off they were.

≈ΘҖ≈

The TARDIS materialized in a large backyard. Opening the door, Elena smiled at the familiar scenery.

Smiling, Elena saw the Doctor come out, shut, and lock the door. "Well? Whaddya think?"

The Doctor surveyed the house and saw it was a two-story stone house before looking at the backyard. It was fair size with a lawn that was trimmed. A high brick wall was behind them with trees that sort of covered the wall. Two wooden benches were side-by-side. Near the far wall was a table with chairs. To the left was a porch with another table and chairs. Leading into the house was a wooden arch and cement steps that went down. "Not bad."

"We used to play here when we were younger. My siblings and I. I have two older brothers, Nick and Conner, and younger sister, Katherine, but we call her Katie." Elena said, looking upon the backyard with fond memories. The Doctor looked at her. "We had barbeques and sometimes... we even had birthday parties. At night... we would have a campfire and make smores." She looked up at the sky. "And we would look at the night sky and wonder if we were alone or there was other intelligent life in universe." Elena looked at the Doctor. For a few minutes, they just stared at one another until Elena looked away. "Well, I guess this is where we part ways for a while then."

"I guess." the Doctor said. "You sure you won't reconsider coming with me?"

Elena inhaled. "Give me time, Doctor. I need to see my family. Let them know I'm fine."

The Doctor nodded. "Okay." the two looked at one another before the Doctor opened his arms and Elena hugged him.

"Thank you." Elena said. "For everything."

Releasing each other, the Doctor smiled at her. "You're welcome." he went back to the TARDIS and then looked back at her. "Remember. If you need me..."

"Call ya on my cell." Elena nodded. "Got it."

The Doctor nodded before unlocking the door, looking back at Elena, waving at her. She waved back. The Doctor stepped inside and a few minutes later, the TARDIS dematerialized.

Elena sighed sadly, but knew she made the right choice. For now. She then walked to the screen door, grabbed the handle and the door slid easily open. Next, she took out her keys and quickly grabbed the right key before sliding it into the key lock and twisted it, unlocking the door.

≈ΘҖ≈

Walking inside, Elena saw the house hadn't been disturbed. The room she had walked into was a spacious living room with an open kitchen adjacent. There were two couches. One in front of one wall and another that faced the backyard and a flat-screen TV. In front of the fridge was a table and chairs. She decided to call her siblings to let them know she was fine.

Elena dialed Katie's number and waited for a few minutes.

"Hello?" Katie said.

A smile lit up Elena's face. "Katie, its Elena."

"Elena, where have you been?!" Katie said. "When Jack called and said he had talked with you... ugh! We've been worried sick. We couldn't find you. Not even after mum and dad's bodies were discovered at Canary Wharf. It was like... you disappeared off the face of the Earth! You've been gone for almost three months!"

Just hearing Katie's voice broke Elena's heart. "I'm really sorry, Katie. Really. I didn't mean to make you and the others worry. I did talk with Jack and told him to call you to let you know I was fine. That I needed time alone. But I'm back now."

"Nick and Conner will be really happy to hear and see you, Elena."

"Can you give them a call?" Elena asked. "Tell them to come to the house?"

"Sure."

The sisters hung up.

≈ΘҖ≈

About 20 minutes later, Elena heard two cars park in the driveway and the door opening.

"Elena!"

Elena turned and saw Nick, Conner, and Katie. The two resembled their father all the way. Both had the same dark hair. The difference between the brothers was Conner had the choppy hair and hazel eyes as Leo while Nick allowed his hair to grow.

Conner liked wearing a shirt, jean shirt, leather jacket, blue jeans, and boots. Nick loved wearing undershirts, checkered shirts, brown jacket, blue jeans, and comfortable shoes. Their attitudes were different as well.

Conner was overly protective of his three younger siblings. Nick, however, was the logical/peacemaker brother of the family. Though he did have a temper. He just didn't show it often and when he did... you run for the hills.

Their sister, Katie, like Elena, looked a lot like Betsie. She had long wavy blonde hair and blue eyes.

Conner was the first to run to Elena, giving her bear hug. Elena clung to him. "Oh God, Elena!" he tightened his hold. "We were so worried."

Nick came over. "Are you okay?"

Looking at him, Elena nodded. "I'm fine."

"Where were you?!" Conner demanded, releasing her from the hug, but holding her at arm-length. "You've been gone for three months, Elena! Huh? Where have you been all this time?"

"I... uh..." Elena's mouth hung open like a fish, feeling unsure if telling them about the Doctor, the battle at Canary Wharf, and how their parents died was such a good idea. She was certain they saw the Daleks and the Cybermen.

"Why did you cancel our lunch date that day?" Katie asked.

Elena sighed. She knew she had to tell them the truth. Most of it. She'd leave out the Doctor and the TARDIS. "You're gonna need to sit down." they did. "The reason I canceled out lunch date, Katie, is because dad had called me earlier, asking me to come to Canary Wharf."

Conner looked baffled by this. "That's weird. Dad usually told us to stay away from there."

"Yeah." Nick nodded. "Why was that day different, Elena?"

Elena sighed. "It seemed mum and dad were working on a machine. I didn't know this until I got there, but they worked for Torchwood 1."

her siblings eyes widened.

"Torch what?" Conner exclaimed. "What the hell's that?"

"Torchwood." Elena said. "I'm not really familiar with them, but from what I've seen at the Battle of Canary Wharf, they were trying breach the barrier between our universe and another one. Remember those beings that looked like ghosts?"

"Yeah." Conner said. "Freaked me out."

"Weren't they called "ghost shifts"?" Nick asked.

Elena nodded. "Yeah. Torchwood 1 was run by a woman named Yvonne Hartman. She oversaw the Ghost Shifts and a Void Ship. Anyway, mum and dad worked on a machine that needed one key component."

"What's that?" Katie asked.

Elena held her lapis pendant. "This." she looked at them. "Yvonne thought my pendant has a... power that can control aliens."

Conner scoffed. "Your pendant having powers? Controlling aliens?!" he laughed. "Give me a break, Elena! There are no such thing!"

"I've seen them!" Elena angrily said. "Aliens, I mean. At Torchwood. There were two. A Hoix and a Weevil."

"What are those?" Nick asked.

Conner groaned. "Ah, c'mon, Nick!" he looked at him. "Don't tell me you..."

Nick glared at him. "When has Elena ever lied to us, Conner? Never!" he looked back at Elena.

"Hoixs are taller than the average human and have brown skin, sharp teeth and exposed gums." Elena said. "From what a friend told me, Hoixs live to eat and they apparently like to eat _everything_. Weevils are roughly humanoid in shape and size, but a bit taller. They have flat faces with many sharp, fang-like teeth. They're faster and stronger that us, but not extraordinarily powerful."

"What did the machine have to do with your pendant, though?" Katie asked. "It looks harmless."

"Yvonne borrowed it and placed in a slot that was specially made for my pendant." Elena sighed. "Somehow the machine enhanced whatever power she thought my pendant had and she was able to control the aliens."

"What happened after?" Nick asked.

"That's when the Cybermen and Daleks came." Elena said.

"I remember that." Katie said. "I was so scared. I thought I would have become one of them."

"Good thing you didn't." Elena "It would have been worse than death."

"But..." Nick said. "How did you get rid of them?"

Elena grinned. "Sent them back to hell. Me, my friend, and another, Rose, sent the Daleks and the Cybermen into a place called the Void." her expression became somber. "We were able to send them all back, but it came at a terrible price."

"What?" Katie asked.

"Me, my friend, mum and dad, and Rose were clinging to these pieces of gears called a Magna-Clamp, which I can only theorize when it clung to the walls, it grasped hold of it while the Daleks were being sent back into the Void, the lever on Rose's side had gone offline." Elena said.

"What happened next?" Conner asked, all serious now.

Elena exhaled. "Rose reached for the lever, still holding onto the Magna-Clamp, but she was too far so she released her hold." Elena continued. "The suction had decreased slightly and some of the Daleks were hovering above us. I told Rose to not put the lever back online because if she did, she would get pulled in. She ignored me and fought with the lever and in the end, she was able to get it back online and the suction increased. But Rose was in danger. All she had to hold onto was the lever." she sniffed. "She held on so hard, groaning. My friend and I reached out her, shouting for her to hold on. But her grip fell and she flew towards the Void. My friend and I thought she would be lost in the Void, but luckily, Pete showed up in the nick of time, saving her. Pete transported her and himself to a parallel world and the breach closed. Forever." she inhaled. "You don't know what it was like. To see the expression on my friend's face. The devastation of losing someone important in your life."

"Conner looked down. "When did... mom and dad...?"

"I think while the Daleks were sucked into the Void." Elena said. "My friend said an energy blast from a Dalek's gunstick is fateful. No one survives it."

"So..." Nick said. "We know what happened on the day mom and dad died. But that doesn't answer the question of where you were."

"With my friend."

"And that's another thing." Conner said. "You keep saying "my friend". You don't even give us a name."

"You wouldn't believe me if I told you, Conner." Elena said.

Conner grinned. "Try me."

"His name is the Doctor."

"Doctor who?" Conner asked.

"No." Elena shook her head. "Just "the Doctor". That's what he goes by."

""The Doctor"?" Nick asked.

Elena nodded.

"That ain't no name." Conner scoffed. "That's a profession."

Elena rolled her eyes. "I'm just tellin' ya."

"Well, where is he then?" Katie asked.

"He's... gone." Elena said. "He said I could call him if I needed him. But I told him I needed to spend time with you guys. To mourn mum and dad."

Conner nodded. "We... uh... need to get the arrangements for the funeral and such."

"Mom and dad had already bought their caskets and the plots." Nick said. "Even their headstones are paid in advance." he laughed softly. "I guess they didn't want us to be stressed out with all the paperwork."

"I just never thought that..." Katie said, sniffing. "... it would come _this_ soon." she began crying.

Elena wrapped her arms around her baby sister. "Shh." Katie clung to her. She then looked at Conner. "Where does mum and dad want to be buried?"

"Newport Cemetery." was the answer.

Elena could see Conner was trying to be strong for them, but she could see his was were slightly teary and his bottom lip was slightly trembling. She nodded and looked at Nick. "Can you make the arrangements, Nick?"

Nick nodded and went to work.

≈ΘҖ≈

A few days later, Leo and Betsie Mathews funeral was to held in the Newport Cemetery church and only family and friends were admitted.

Nick and Conner donned black pants and jackets, white dress shirts, black ties, and black shined shoes.

Elena wore a V-neck short-sleeve knee-length black dress with black belt wrapped under her bust, black flats, and black pantyhose. She decided to keep her hair down.

Katie wore a black ankle-length dress with short-sleeves with a circular neckline. A black belt wrapped around her waist. She also decided to leave her hair down and was also wearing flats.

"Tammy and Claire are going to meet us at the church." Nick said.

Tammy was Conner's long-time girlfriend. She had red hair, green eyes, a peach complexion, and temper to match. She was very sweet most of the time, but if you made her mad... get away cause she'll blow like a volcano. It seemed when Conner was being egotistical, the only one who could put him in his place besides Nick or Elena was her.

Claire was Nick's wife of twelve years. Claire's a very sweet brunette girl who Nick had dated since high school and on through college. When they graduated, they decided to get married with both of their parents permission. After they gotten jobs, settled in their new house, they decided to raise a family. They only had two children, Anthony or Tony and Danielle or Dani.

Dani was the eldest being twelve, soon to turn thirteen. She resembled their mother all the way through.

Anthony was eight and looked like his father, but inherited his grandmother's blonde hair.

"Right." Conner nodded. "Guess we should get goin'." The others nodded.

Elena grabbed her purse, making sure her phone was inside.

≈ΘҖ≈

Reaching the cemetery, the three siblings got out and Elena was bombed by two pairs of arms.

"Aunt Elena!" Tony's cried, clinging to her, crying.

Elena crouched and hugged her niece and nephew. "Shh. I'm here."

Dani hugged Elena tightly, crying. "Why... why did they have to leave us?" she looked at her aunt. "Didn't they love us?"

Elena looked at Dani in confusion. "What would make you think your grandparents didn't love you?"

"Because... they left us." Tony hiccuped.

Elena sighed. "They loved you very much. If they could have stayed with us... they would have."

"But why didn't they?!"

"Some things are out of control." Elena said, wiping away the children's tears. "I know it's hard for you to understand now. But when you're a bit older, things that don't make sense now... will then." She then saw Tammy and Claire coming towards them and stood.

"I'm so sorry for your loss, Elena." Tammy said, gently taking Elena's hand in hers.

"Thank you." Elena said, trying to hold back the tears that were trying to surface.

"Is there anything we can do?" Claire asked.

"Just..." Elena inhaled. "... be there for us."

The two women nodded and walked inside.

≈ΘҖ≈

As the family and friends walked into the room where the two caskets Leo and Betsie were in, everyone saw flowers of different arrangements. From white roses to sympathy flowers. The caskets were both white with gold borders.

Elena noticed a fancy-looking sympathy flower arrangement and went over to it. The arrangement was orchid and lilies. Seeing a card attached, she read it. _My condolences, Harold Saxon_. This was very peculiar. _Why did Harold Saxon, the Prime Minister, send flowers? And how did he know?_ She thought.

"Ladies and gentlemen, if I could have your attention, please." the preacher said. Everyone looked at him. "I would like to lead you all in a little prayer before we have the sermon in the main church."

Everyone bowed their heads and the preacher led the prayer. After a few minutes, everyone left to go to the main church and sat down. Leo and Betsie's caskets were rolled in and the preacher spoke a few words about them. How they lived their lives and good people they were.

Nick and Conner took turns telling people about their parents. When they were growing up, Leo and Betsie were strict, but loving parents and if they hadn't been that way, the brothers didn't know if they would be the men they were today. They talked about how Leo loved joking around would sometimes playfully prank their mom. This caused Elena and Katie to tear up and a few tears fell.

After the brothers finished, Elena stood in front and grabbed a microphone. As the _Please Remember_ by Leann Rimes began playing, Elena took a couple of deep breaths before singing.

As she sang, her family... mostly the children and the women began crying while Conner and Nick held them. Elena had held her own tears in as she sang. She sang this song because it was her mother's favorite. She told her children and grandchildren to not mourn her when this song was played at her funeral. Remember the happier times they had. As the song came to an end, a few tears slipped down. Elena took a few deep breaths before putting the microphone down and joining her family.

The preacher came back up and said a few more words before saying a closing prayer. After, the two caskets were led outside were they would be buried. The brothers and sisters stood and followed.

≈ΘҖ≈

Out in the cemetery, everyone saw a tent up with two open graves and the caskets that were above, ready to be lowered. As Elena walked to the tent, she noticed two vehicles with the logo, "TORCHWOOD" on the side. _What are they doing here?_ She turned to Katie. "Katie, take my purse."

"What for?" Katie asked, taking it.

"See that vehicle a little ways away?"

Katie looked at it quickly before looking at Elena in confusion. "Yeah?"

"That vehicle has TORCHWOOD on the side." Elena whispered, taking her pendant off and put it quickly in the purse. "If anything happens to me..."

"What would happened to you?"

"If anything happens... call the Doctor. His number is in my "Contacts"." Elena looked dead straight into Katie's eyes. "Do you understand, Katie? If anything happens, promise me you'll contact him. Promise!"

Katie looked at her, feeling a bit scared. "I... promise."

Elena nodded.

Walking over to some chairs that were set up, everyone sat and the preacher gave another small sermon which lasted about ten minutes. After finishing, again, he led everyone in a prayer before leaving. Friends came over and gave the family their condolences.

As everyone began leaving, two men in suits approached Elena and her family. One was slightly muscular with slicked back black hair. He had a 5'0 clock shadow.

The other was black. He asked. "Miss Elena Mathews?"

They looked at him.

"Who wants to know?" Conner asked suspiciously.

"We need Miss Mathews to come with us." the black-haired man said. "It is of the utmost important."

"Unless you tell us _who_ you two are..." Conner growled. "... and where you're gonna take her... you ain't takin' my sister anywhere. Forget it!"

"Don't make this harder than it has to be, son." the black man said.

"Why do you need her?" Nick asked, also feeling suspicious and protective.

"Because she's needed." the black-haired man said. "That's all I can disclosed. Now..." he grabbed Elena's arm non-too gently and began yanking her away.

"Let go of me!" Elena yelled.

"Elena!" her siblings yelled. They tried going after her, but the black man told them it was national security and they couldn't interfere.

As Elena was tugged, she looked back at her family, more specifically Katie. "Remember what I told you!" she was then pushed into the vehicle. "Call him!" And the door shut.

The family watched as the vehicle drove off and they were left there.

"What are we going to do?" Tammy asked. "Elena was just taken against her will!"

"I... don't know."

Katie looked at Elena's purse. "Let's get back to the house." she looked at them. "Let's go. I have an idea."

Seeing no alternative, the family went back to the Mathews house.

≈ΘҖ≈

Once arriving, Katie searched through Elena's purse and grabbed her phone.

"Okay, Katie." Conner said. "What's the plan? How are we going to save Elena?"

Katie looked at her family. "Before she was taken, Elena told me that if anything happened, I should contact the Doctor."

"What?!" Conner said.

"Why would she say that?" Nick asked.

"I don't know." Katie shook her head. "But with what happened at Canary Wharf and just now. I think the Doctor's our only hope of getting Elena back safely."

"Do you think he can be trusted?" Claire asked. "And who is this... Doctor?"

"He saved Elena." Nick said. "I tell you later."

Katie looked at the phone before scrolling through Elena's "Contacts" and found the Doctor's number. She pressed "Dial" and waited as she rung. After a few rings...

"Lena?"

"Doctor?"

"Who's this?"

"My name's Katie, Doctor. I'm Elena's younger sister."

"Where's Lena?"

"That's the thing, Doctor." Katie said. "She's been taken."

"Taken?" the Doctor's voice sounded shocked. "How? When?"

"Just now."

"Who?"

"People from Torchwood. They just came up and took her. Said it was of the utmost important. Before this happened, she told me if anything happened to her... I should contact you."

"Where are you, Katie?"

"At the home you dropped off Elena."

After a few minutes of dead silence...

"I'm on my way."


	8. The Plan and the Rescue

**AN:** cover is up!

* * *

Only seconds passed before the family heard what sounded like an engine and wheezing coming from outside. They looked out the window and saw a blue 1960s police box.

"What the heck is a police box doing here?" Conner asked.

They watched as the door opened and a slender man in his late twenties to early thirties wearing a brown pinstripe suit, a brown and blue necktie, converses, and a tan trench coat came out, locked the door and walked towards them.

"Who...?"

They heard a knock and Katie went over and opened it.

"Katie?" they heard a British male's voice.

"Yeah."

"Can I come in?"

There was no answer and the others watched as Katie and the man walked into the room.

"Hello." the man waved. "I'm the Doctor."

"Conner. This is my girlfriend, Tammy."

"Nick. This is my wife, Claire, and my son and daughter, Dani and Tony."

"What's happened to Aunt Elena?" Dani asked.

The Doctor sighed, putting his hands in his pockets. "I thought after the Battle of Canary Wharf, they'd forget about Lena and her pendant."

"What?"

The Doctor looked confused. "Did she tell you? About what happened?"

"Ya." Conner said. "How you were able to send these things called Daleks back into the Void. But that doesn't explain _why_ they want Elena!"

"I think... they want her pendant." the Doctor said. "Did Elena tell you about the machine your parents were working on?"

Nick nodded. "She said a woman named Yvonne Hartman had used her pendant to control two aliens—Hoix and Weevils."

"It seems Yvonne was killed at the Battle of Canary Wharf."

"What does that mean?" Tammy asked.

"She was converted."

"You mean..." Claire said. "... into a Cyberman."

The Doctor nodded.

"Doctor." Katie said. He looked at her. "Before Elena was taken, she gave me her pendant. If whoever took her _needs_ the pendant..."

A look a realization came over the Doctor. "Then they need her alive." he laughed. "Oh, Lena, you brilliant girl!"

"What?" Conner said.

The Doctor looked at him. "Don't you see?! Lena knew that it was possible someone else would be after her pendant so she gave it to you, Katie..." he looked at Katie. "... for safekeeping."

"So... she's alive then?" Nick asked.

"Oh, yes!" the Doctor grinned. "We just need to find out_ where_ Torchwood has her."

≈ΘҖ≈

Arriving at their destination, Elena saw the Torchwood Tower. She saw there was still damage here and there, but what baffled her was why the Tower was still standing. She thought the main base had been destroyed at the Battle of Canary Wharf. _Which would've effectively meant the end of the London branch._ She thought. _But looks like someone had other plans._ _Guess I'll find out who wants to see me so badly._

When the vehicle stopped, her two escorts got out and the black-haired man opened her door. Seeing she wouldn't be able to escape and the best plan now is to find out who and why... Elena decided it was best to play along.

"Follow us, please." the black man said.

Elena nodded.

As the three walked into the Tower, Elena asked. "If it isn't too much trouble, can I know your names?"

The black-haired man looked at her. "Christopher Harris."

"Russel Moore."

Elena smiled. "Nice names."

Christopher and Russel nodded.

Coming to an elevator, Christopher placed a keycard and the doors slid open. He then looked at Elena. "Please."

Elena walked in and the two followed. Russel pressed L34 and the doors slid closed.

≈ΘҖ≈

"Could they have taken her to the Tower possibly?" Claire suggested.

"Its possible." the Doctor said. "But the Tower was destroyed. They couldn't have taken her there."

"Doctor, its been three months!" Conner said. "They would have had time to rebuild the Tower."

The Doctor shook his head. "No. Many people died that day. When the Cybermen and Daleks fought. They would have noticed the Tower and would have put a stop to the reconstruction." his eyes then widen. "Unless Torchwood used alien technology to disguise the Tower!"

"But..." Katie said. "Why would they do that? Wouldn't the Tower get noticed even if they used alien technology?"

"Well, not really. The Doctor explained. "What better place to hide than in plain sight?! And no. You saw the police box in the backyard right?" Everyone nodded. "You would most likely walk pass it without giving it a glance. The question now is... how are we gonna find Elena 'cos we have her phone."

Conner grinned. "Leave that to me." he then grabbed his phone and dialed a number and waited.

"Hello?"

"Deducer?"

"Hello, Conner." "Deducer" said. "My apologies about not attending Leo and Betsie's funeral earlier. My friend and I were... indisposed."

"It's all right, Deducer." Conner said. "Mom and dad always understood how much stress and attention your "work" gave you. I called you because I need your help."

This caught Deducer's attention. "Why?"

Conner sighed. "It's Elena."

Deducer's voice became concerned. "What's happened? Tell me _everything_. Leave _nothing_ out."

"She was taken, Deducer." Conner said, sitting down. The others followed. "After the funeral. Two men came in a vehicle with the Torchwood emblem. And forced her in. We don't know where she is."

"What did the two men look like?"

"Uh... both were wearing suits. One was slightly muscular than the other with slicked black hair. He had a 5'0 clock shadow. The other was black."

"What happened next?"

"They said Elena needed to come with them." Conner said. "That it was the utmost importance. I was instantly suspicious of them. I told them unless they told who and where they were they were going to take Elena, they weren't. They didn't seem too surprised. We wondered why they needed Elena and they said that she was needed and that was all they said before taking her away."

Deducer sighed. "Conner, is Elena still wearing the arm bracelet I gave her for her 17th birthday?"

"Never takes it off." Conner said. "Why?"

"I've put a homing beacon in it." Deducer said, grinning. "For a precaution. Since you know I have enemies that would use you and your family as hostages if they ever get the idea. I've placed homing beacons in various items each of you and your family is wearing. I can use my computer to find her. Once that's done, I'll send you her coordinates."

"Well, I'm not surprised about you putting a homing beacon on each of us." Conner grinned. "That _is_ your style, Deducer when it comes to family. Thanks. You're the best."

"I know." Deducer said smugly. "Wish I could be there when you find her, but..."

"I know." Conner nodded. "Thanks again."

"It is no trouble, Conner" Deducer said. "Anything for family."

≈ΘҖ≈

Reaching the floor, the doors opened and Elena was led through a long hallway to double doors. Russel knocked. A muffled, "Come in." was heard and the three walked in.

Elena saw the office they walked into was spacious. A glass window showed London. There was a mahogany desk in front of the window with a computer, keyboard and mouse. A black cushion chair faced the window. In front of the desk were two comfortable-looking chairs. Two bookcases stood both walls stacked with books.

"I really hope the ride here was pleasant, Miss Mathews." came a smooth voice.

Elena looked forward and watched as the chair swiveled around till it faced her. The person sitting in the chair wore a white button shirt and black jacket. He had short curly black hair and clean-shaven. His eyes were hazel.

"Not too bad." Elena said. "But you could have told your boys to have not manhandled me back at the cemetery."

The man laughed softly. "My apologies." he looked at Russel and Christopher. "Leave us." they did. The man then noticed Elena was still wearing the outfit she wore to her parents funeral. "You must be feeling uncomfortable in those clothes. Please." he then gestured to the door on his left. "If you go through that door, you will find more comfortable clothes."

Elena slowly walked to the door, keeping her eye on the man. Once at the door, she looked back.

The man smiled pleasantly. "I won't peek. You can lock the door if it will make you feel more comfortable."

Elena opened the door and went in, locking the door. After a few minutes, she came back out wearing black loose yoga pants and a pink short-sleeve shirt.

The man then gestured to the chair. "Please, sit."

Elena sat. "Why am I here?"

"First off," the man said. "I'd like you know how deeply sorry I am to hear about your parents."

Elena studied him. _No, he isn't._

"They were very good people." he continued. "They worked very hard."

_What is he up to?_ Elena thought. _He's sucking up to me? I'm not buying it _at all_.__He wants something._ "Who are you?"

The man chuckled. "My apologies again. I should have introduced myself first. My name is Sa A. Shark." he held his hand out.

With some hesitation, Elena shook it. "Nice to meet you. So... why am I here?"

Sa put his hands together. "Did you know three months ago a Yvonne Hartman?"

Elena nodded. "She was the administrator here and my parents boss. But I don't see why that..."

"She was my predecessor." Sa said. "I was able to recover some of her files. In them, she wrote how your parents had built and worked on a machine that would able to control aliens. With the help of your pendant." Elena was now becoming uncomfortable. "I want to continue where she left off." he sighed dramatically. "Unfortunately, I only have the machine." he stared at her. "You have the pendant."

A sense of bravery consumed Elena hearing Sa's intentions. "So... you want to control the aliens living on Earth as well?" she scoffed. "What makes you _think_ I would help you?"

All pleasantries were gone when Sa grinned slyly. "Oh, I _know_ you'll help me, Elena. Because you have the pendant."

Elena matched his grin. "I hate to break it to you... Sa. But I don't have the pendant _with_ me." she saw his face change from sly to aloof. "Even _if_ I did, I wouldn't give it to you."

Sa expression and eyes became cold. "You will tell me where the pendant is!"

Elena sat back, crossing her arms. "Mm... no. Because if I'm right... the information I have is keeping me alive."

Standing abruptly and throwing papers to the floor, Sa gave an angry roar, knowing Elena was right.

≈ΘҖ≈

"Got her!" Deducer said.

After 10 minutes of waiting, Deducer had found Elena.

"Where is she?" Conner asked.

"Have Nick get his laptop."

Conner looked at Nick, who looked at him. "Get your laptop, Nick. Deducer's sending you something."

Nick hurried over and grabbed his laptop and sat it on the table for everyone to see. Pulling up a map, Everyone saw seven dots in one location and one in another.

"I'm gonna put you on speakerphone, Deducer." Conner said and did that.

"Right." Deducer said. "Everyone hear me?" There came acknowledgments. "The seven dots are you on Acacia Road. Like I had told Conner. I put homing beacons on something of your to keep track of you. The dot by itself is Elena."

"Which would mean she's at Canary Wharf where mom and dad died." Nick said. "It would take us a half an hour to reach her."

The Doctor grinned. "Not a problem."

"Who's that?" the Deducer asked. "Who's with you?"

"Just a..." Conner said, looking at the Doctor. "... a friend. Thanks."

"Hmm." Deducer said and the call ended.

Katie looked at the Doctor. "How do you propose we get there faster?"

"My ship." the Doctor got up. "C'mon!"

They followed.

≈ΘҖ≈

Outside, the family watched as the Doctor walked to the police box, unlocked it and went in.

"We all won't be able to fit in that." Nick said.

The Doctor peeked out. "You coming?"

Dani was the first to walk forward. The Doctor moved back inside, leaving the door agape.

"Dani, don't!" Claire said.

Ignoring her, Dani opened the door and walked in. After a few seconds... "No... way!" she came back out, her mouth opened. She then walked around the police box, looking at it. "No way!" she laughed and then looked at the others. "You have to see the inside!" she walked back in.

Tony followed his sister. "Awesome!"

Katie followed, feeling curious. "Oh my God!"

Conner, Nick, Tammy, and Claire followed.

"What the hell!?"

"Language, Conner!" Tammy said.

"Its bigger on the inside..."

"... than it is on the outside."

≈ΘҖ≈

Once everyone was inside the TARDIS, the doors closed themselves and the Doctor looked at them. "Well?"

"What is...?" Katie asked.

"It's called a TARDIS." the Doctor said. "Stands for Time And Relative Dimension In Space."

"How come its bigger on the inside?" Conner asked.

"Different dimension in here." the Doctor said. "It would be complicated for you to understand." he went back to the console.

"What's this?" Dani asked, looking at the rotor.

"It's called a time rotor." the Doctor answered.

"Why does it go up and down?" Tony asked.

"It tells you when it's in flight and when we've come to our destination." the Doctor answered. "Now, I need to put in the coordinates." he pulled some levers here and there and pushed some buttons. He looked at the others. "I suggest hanging on."

Everyone did and the TARDIS was on her way.

≈ΘҖ≈

Back with Elena, Sa was glaring daggers at her, his patience wearing very thin. "You'll tell me where the pendant is and you'll tell me _**now**_!"

Now feeling scared, Elena got up, backing away. She saw Sa's eyes had changed color and were now yellow-green. Just minutes before they were hazel. All of a sudden, he began to convulse, groaning. He fell to the floor, still groaning and then moaning softly. There came the sound of clothes tearing and after a few minutes, Elena slowly walked forward, making sure to keep some distance.

Elena knew to keep some distance between herself and _whatever_ she was dealing with. She wasn't going to be like the girl in those horror movies that always went towards the sound and when she got _too_ close, the monster sprang out and killed her. Hearing no sound, she waited, making none herself and when she thought everything was all right...

A figure burst forth all of a sudden, causing Elena to give a yelp, backing away. With the sun shining through the window, she was able to see the form standing before her. The form was very muscular and bald. Its veins swelled to the top of its skin throughout its entire body. Its ears were small and elf-like. Its somewhat long fingernails looked very sharp. Its yellow-green eyes were glaring at her before roaring. Elena screamed. The creature ran towards her.

Just then the door burst open and Russel came barging in. The creature and Elena looked towards him.

"What happened?!" Russel said. "I heard a scream and..." he saw the creature. "What the hell?!" He grabbed his gun and began shooting.

The creature roared angrily and ran at him.

Russel ran for it, but the creature was faster and grabbed the back of Russel's suit, making him gasp, and brought him back to the office. The creature then grabbed the gun and threw it aside.

"Don't kill me!" Russel pleaded.

The creature grinned, rows of sharp teeth showing. "I'll do worse than that." the creature looked at Elena and then opened its mouth.

Russel's eyes widen in terror. "No! No, please!"

The creature bent Russel's neck sideways and bit into his neck, causing Russel to scream. The creature then began drinking, watching Elena. She looked away, feeling sick and useless that she was unable to save Russel's life.

≈ΘҖ≈

"Hold on!" the Doctor said as the TARDIS gave a slight jerk before stilling.

"Have we arrived?" Nick asked.

The Doctor looked at the monitor and a smile lit his face. "We're here." he then looked at the others, smile gone and he was now serious. "I need you all to listen to me. I want everyone to stay in the TARDIS."

Everyone's eyes widen and all gave their protests.

The Doctor tried to give them his reasons, but they wouldn't have it and kept talking over him. Having enough, the Doctor shouted. "Quiet!" Everyone went silent. "Thank you. Now, my reasons are I don' know what we're up against and the safest place now is the TARDIS. Lena will want you all safe."

"Nick and I'll come with you." Conner said.

"No." the Doctor said. "You're staying." he grabbed his coat.

"No way." Conner said. "Elena's our sister."

The Doctor groaned. "Fine. But do what I say." The two nodded. The Doctor then looked at the others. "Once we're out, close the door and don't open it for _anyone_. No one can get in. I have a key so no worries. Oh, if you want to explore, go ahead. If you get lost, ask the TARDIS for help." he and the brothers walked out.

≈ΘҖ≈

Hearing a body being thrown to the floor, Elena opened her eyes and saw Russel's dead body.

The creature licked the blood around its neck. "Mm." it moaned pleasantly. "Lovely bouquet." he then looked at her. "I wonder how your blood will taste."

"Um... probably not good." Elena chuckled, looking at the door quickly before looking at the creature.

"Oh, I highly doubt that, Elena." the creature said.

"Who—no—_what_ are you?"

"I am what you humans would call a rakshasa."

Elena's eyes widen. "But that's impossible. Rakshasas are from the Hindu mythology!" she looked at him. "You look _nothing_ like what they represent."

"Where do you think they got the idea from?!" the rakshasa said.

Elena moved towards the door, trying to be as discreet as possible. "Okay. So... you're an alien then?"

The rakshasa nodded.

"But that doesn't explain _who_ you are."

"Think, Elena." the rakshasa said. "Who was also in the room? And think of the name Sa. A. Shark."

Elena thought. _Sa. A. Shark._ For a few minutes, her brain began processing the name. _Sa's a noun for Nazi militia created by Hitler in 1921 that helped him to power but was eclipsed by the SS after 1943. No! That's not it! But they maybe where Sa got..._ her eyes widen came to conclusion. She looked at the rakshasa. "Rakshasa. The name Sa. A Shark is an anagram for rakshasa."

The rakshasa grinned. "Very good."

"I should have known. Rakshasas have the ability to shapeshift into anything they want. Including humans." Elena said. "But why do you need my pendant then?"

"I have only one weakness which I will not tell you and if my enemies ever get hold of..." the rakshasa said. "It will be the end for me and my kind." Elena was now in front of the door and slowly put her hand on the knob. "I need the machine _and_ your pendant to control the alien pests that live here on Earth to help me conquer this miserable planet."

"Yeah, well..." Elena said. "I hate to brake it to you, rakshasa. That won't happen." she then grabbed the trashcan and threw it at the rakshasa, who roared in anger. Elena then opened the door and dashed out.

The rakshasa threw the trashcan off and chased after her.

≈ΘҖ≈

Elena ran and saw Christopher.

"What's...?"

She grabbed his arm." No time!" The two ran for the elevator and Elena pressed the down button and waited. She jumped up and down, waiting impatiently. She now knew how the Doctor felt waiting for the guy at the ATM when they were helping Donna.

"What's going on, Elena?" Christopher asked.

Just then, they heard a roar behind them and the two turned around and saw the rakshasa.

Elena looked at Christopher. "Does that answer your question?!"

"What the hell is that thing?!" Christopher exclaimed.

"Short answer?" Elena said and he nodded. "A rakshasa." She saw a door for the staircase. She grabbed Christopher's hand and the two ran towards it and made they way down.

≈ΘҖ≈

On the factory floor, the Doctor, Conner, and Nick were looking around.

"This place is huge." Nick said. "How are we supposed to find Elena?"

"I don't know." the Doctor said. "If I'm correct. She would have been taken to Hartman's old office."

"Good." Conner said. "Let's start there."

≈ΘҖ≈

Now at L15, Elena and Christopher ran out of the staircase and into the room and then at the elevator. Elena pressed the button down and the doors quickly opened and the two ran inside just as the rakshasa ran out of the staircase.

Christopher pressed "Closed Doors" and then the button for the factory floor. The doors closed just as the rakshasa rammed into the doors. He looked at Elena. "What the hell's going on?!"

"It appears a rakshasa wants to take over the world." Elena said casually.

"Where's Russel?"

Elena sighed sadly. "Dead. The rakshasa drank his blood. Saw the whole thing."

"How can it be stopped?"

"I... don't know."

≈ΘҖ≈

As the trio was walking passed the elevator, the doors opened and Elena and Christopher ran out.

She looked around, spotting them. She exclaimed happily. "Doctor! Nick! Conner!"

The three of them turned around hearing their names and smiles lit their faces.

"Elena!"

The four ran to each other and Elena hugged her brothers first and then the Doctor.

Releasing each other, the Doctor asked her in a frantic, concerned tone. "Are you all right?"

"I'm fine." Elena said. "We've got a bigger problem though."

The Doctor looked at her. "What?"

Before she could say anything, they all heard a scream and all looked back at Christopher and saw the rakshasa drinking his blood.

"Noo!" Elena shouted, making a move towards Christopher, but the Doctor held her.

"What the hell is that thing?!" Conner exclaimed.

Having drunk all Christopher's blood, the rakshasa threw his dead corpse away and looked at them.

"It's called a rakshasa." the Doctor said.

"A what?" Conner asked.

"A rakshasa." Nick said. "They're of Hindu mythology. They have the ability of shapeshifting, invisibility, super strength, and super senses."

"Any way of killing it?" Conner asked.

"They have only one invulnerability." the Doctor said.

"Which is?"

Before he could answer the rakshasa lunged at them. The four jumped away just before the rakshasa had them in its clutches. So the group of four was now two groups of two: the Doctor and Elena, and Nick and Conner.

"So what do we do now?!" Conner said.

"I'm thinking!" the Doctor said. "Um... we know rakshasa can shapeshift into _anything_!" he kept his eyes on the rakshasa as it lunged at him and Elena. "Whoa!" he and Elena ducked and backed away.

"We know it can become invisible!" Nick said as the rakshasa came at him. He ducked and rolled out of the way.

"Hey!" Conner yelled. The rakshasa looked at him just before Conner swung a crowbar, smacking the rakshasa in the face. The rakshasa flew a few feet away, groaning in pain. "Isn't there a way to kill it?!"

"Um..." the Doctor said. "There is. I just don't remember."

"You don't _remember_?!" Conner exclaimed sarcastically. "That's just great!"

They watched as the rakshasa got up, shook its head and disappeared.

"Uh-oh." the Doctor said. "That's not good. Not good at all."

"Now we don't know where it is." Nick said as the four stood back-to-back. "It can be _anywhere_."

They looked around, keeping their eyes open.

Elena looked around. Just then, she felt herself being grabbed, causing her to let out a short scream.

The others looked and saw the rakshasa had Elena in its clutches.

"Elena!"

They made to go forward, but the rakshasa said. "Move and she's my next meal."

"Why are doing this?" the Doctor asked.

"What do you think?"the rakshasa sneered. "To conquer the Earth."

The Doctor rubbed his eyes. "Same old story. I've heard it over and over. Cybermen. Daleks."

The rakshasa looked at him. "You're not of this world."

"Give him a medal." the Doctor sneered. "I may _look_ human, but I'm not." he put his hands in his pockets.

The rakshasa looked at him. "Then what are you?"

"I'm a long way from home." the Doctor said. "It's long gone. Gallifrey."

The rakshasa hissed. "Your people killed my home world!"

"Your kind invaded countless worlds!" the Doctor yelled angrily. "Murdering innocent men, women, and children of all ages! It was a bloodbath. We offered your people a world where you could live in peace and you spat it in our face. You had to be stopped." without the rakshasa noticing, he had pulled out a pen.

The rakshasa stared at him. "I'll start it again."

"I'm offering a chance." the Doctor said calmly. "Leave this planet."

The rakshasa chuckled. "I think not. I rather enjoy this planet. It has an adequate food source." he looked at Elena. "I am feeling rather famished now. I think I'll start with a snack." he pulled Elena's neck back. She struggled, trying to get loose, but the rakshasa was very strong. He bent down, opened his mouth, ready to bite.

That was when the Doctor acted. Grasping the pen, he ran behind the rakshasa and stabbed him, pushing the pen all the way through. The rakshasa let out a painful roar, releasing his hold on Elena, who ran to her brothers. They watched as the Doctor ran to them and the rakshasa tried to grab the pen. But since the pen was inside him, he could grab it.

"What'd you stab him with?" Conner asked.

"A pure brass pen." the Doctor said. "I had just remembered while "talking" with it, rakshasa can only be killed by pure brass."

They watched as the rakshasa collapsed to its knees, looking at them and then fell flat on its face.

"Well, its true what they say." the Doctor said.

"What's that?" Elena asked.

The Doctor grinned at them. "The pen _is_ mightier than the sword."

The siblings couldn't help but laugh.

≈ΘҖ≈

Once everyone was back to the TARDIS, Dani, Tony, Claire, Tammy, and Katie each gave Elena hugs and told her they were really worried about her. Elena reassured them she was fine.

"By the way." she said. "How _did_ you guys find me?"

Conner smirked. "Deducer had put a homing beacon in your arm bracelet."

Elena rolled her eyes. "Typical."

"Ready to go home?" the Doctor asked, taking his place at the console.

"Definitely." Conner said. "I've had enough excitement for now."

Dani and Tony were rubbing their tired eyes.

"I think Dani and Tony are feeling tired as well." Nick smiled. "I know _I_ am."

"Me too." Katie said.

Claire and Tammy nodded.

"Right." the Doctor said. "Off we go." And he pulled a lever and the TARDIS was off.

≈ΘҖ≈

Back at the Mathews house, the TARDIS dematerialized and Nick and his family were the first to come out, followed by Conner and Tammy, then Katie, and lastly Elena and the Doctor.

The two watched as the family walked into the house before Elena looked at the Doctor. "So... what will you do with the Tower and the machine?"

"Oh..." the Doctor said. "Probably shrink it and haul it into the sun so no one else can get their hands on it and come after you again."

Elena smiled. "Thanks."

The Doctor smiled. "My pleasure." he then felt a bit awkward. "So... what will you do now?"

Elena inhaled. "I don't know. I know that the pain I'm feeling from losing my parents is still there, but isn't as bad as it was. The funeral really helped ease the heaviness I felt."

The Doctor looked down. "You could..."

Elena looked at him. "What?"

He looked at her. "... come with me." he then added. "If you want that is."

"I must admit I haven't had that much fun since _before_ I met you." Elena said. "Seeing all those things. Even with the danger." she smiled. "Count me in!"

"You wha...?"

"I'll come." Elena smiled. "My parents did say to go travel and what way to travel then in time machine."

The Doctor laughed and picked her up, hugging her.

"Elena?"

The two looked and saw the family looking at them. The Doctor quickly unwrapped his arms around her and nervously scratched the back of his head.

"You're leaving, aren't you?" Katie asked.

Elena walked up to her. "Yeah."

"But..." Conner said. "You've seen the danger."

Elena looked at him. "I know. But think of the good I can do. What if there's someone out there in the universe that needs saving and I'm the only one who can do that?" she looked at them. "This isn't the life for me and you all know this. _All_ of you." They knew Elena was right. "You've got my number and you can call at any time. Besides, the TARDIS is a _time_ machine. To me, a year would be similar to five minutes for you."

Conner nodded and hugged her. "You be careful, ya hear me?"

Elena nodded. "I will."

"Oh!" Katie said and dug into her pocket. "Here." she handed Elena her pendant and phone. "I kept the pendant safe. Just like you asked."

Elena smiled and put the pendant back on, said her tearful goodbyes to the others, and joined the Doctor.

"You look after her, Doctor!" Conner said.

The Doctor nodded and the two walked in, the door closing. The family watched as the TARDIS dematerialized.


	9. Smith and Jones Prt 1

**AN:** the cover's up

* * *

The Doctor kept his promise. He made the entire Torchwood Tower smaller and then threw it into the sun, along with the blueprints to the machine and the files on Elena's pendant. No one else would get their hands on them. Of course, people would see the humongous-sized hole where the Tower used to be, but a new building could built in its place.

It's now been two weeks since Elena became the Doctor's new companion and in that time, the two had developed a routine. After Elena would wake up in the same room she had slept in which was now permanently hers after the Cybermen and the Daleks invaded.

The TARDIS had taken the liberty to change the room for Elena. A large circular cupola-shaped was now the ceiling. Twinkling stars, a planet, and a moon decorated it. Oil paintings of different fairy tales covered the walls. The armoire, the chester drawers, and the queen-size bed were still there. The TARDIS had given the bed pale gold sheets for the bed and the pillows, a dark blue blanket, and matching comforter. Opposite, a medium-size fireplace in the shape of a spindle.

Anyway, back to their routine. After she awoke, showered, and dressed, Elena would meet the Doctor in the kitchen and the two would eat together before going to the console. Sometimes the Doctor would have tasks her for to perform. Like fixing things on the console. He would say, "There's a loose connection and I'd like for you too look at it and see if you can repair it." or something similar and Elena would try her very best to fix the problem, but even with her expertise with electronics... she wasn't able to. Sometimes she wondered if the Doctor did this because she had shown him her watch, but had quickly brushed that thought off.

Right now, the Doctor and Elena were just relaxing in the console room. Elena wore a gray Check Boysie shirt, light pink hoodie, black jean jacket over the hoodie, black skinny flare jeans, women black and red air jordan retro shoes, and women's cabbie hat that kept most of her hair up, leaving a few strands of hair free.

A sudden beeping sound gained the two attention and they went over to the monitor and looked at it. "Whoa."

"What?" Elena asked, looking at the monitor even though she couldn't understand the readings.

"The TARDIS seems to have detected a strange reading." the Doctor answered as he fiddled around with some of the controls. "There are plasma coils around a hospital that have been building up for two days."

Elena blanched. Oh how she loathed hospitals! "That's weird. There shouldn't be plasma coils around a hospital, should there?" She looked at the Doctor.

"No." the Doctor said, scratching his cheek. That's very unusual."

"What's the name of the hospital the plasma coils are stationed around?

The Doctor looked at her. "Royal Hope Hospital."

"I've heard of that hospital." Elena said. "Never been in it though." she then grinned. "And this sounds like right up your alley, Doctor."

The Doctor looked at her and knew she was right. He couldn't help it. If something looked unusual, he would look into it. He grinned.

Elena felt a rush of excitement even though she detested hospitals. "Gonna check out?"

"Oh yes!" he grinned. Elena laughed as the Doctor set the coordinates and they were off.

≈ΘҖ≈

The TARDIS materialized opposite of the hospital. The Doctor and Elena walked out with the Doctor locking the TARDIS behind them.

"Let's go." The Doctor said and the two walked on.

≈ΘҖ≈

As they strolled towards the hospital, Elena asked, "How are we going to find out what's happening? I mean, we don't even know if whoever put the plasma coils there are alien or human."

"Well," the Doctor said. "I could check myself in. Say I'm not feeling so well. Always has some dizzy spells."

"Sounds plausible." Elena said. "What about me? I can't exactly say "Hello! I'm Elena Mathews. I'm visitin' the Doctor" now can I?"

The Doctor looked at her for a few moments before suggesting. "Make something up. You're clever. I'll get myself admitted. Go back to the TARDIS. Wait for a day and then come. Make sure to bring a set of clothes for me. When you come to "visit" me, show them this." he handed her the psychic paper.

"What is it?" she asked, taking it. It reminded her of an identification paper. Looking at it, she saw the outside was black and flipping it open, the inside, she saw a white card that said, "Elena Smith". She quickly closed the psychic paper, feeling a blush on her face.

"It's called psychic paper." the Doctor grinned, having not noticed Elena's little blush. "Neat little thing. It shows whatever I want to anybody who looks at. Sometimes some of the most cleverest of people see blank."

She nodded. "And what name shall I ask for?"

"John Smith."

"Nice name." she said.

The Doctor winked. "Oh!" he reached into his pocket and pulled out a key. "Take this."

Elena reached out and took. "What does this go to?"

"The TARDIS." he answered. "Take good care of it. **DON'T** lose it, Lena and **don't** give it to **anyone else**. Understand?"

She nodded and saw he was trusting her with this. She wasn't going to let him down. "You can count on me."

With that said, they separated.

≈ΘҖ≈

The next day, Elena quickly took a shower and dressed in the same outfit. The TARDIS had been kind enough to clean it for her. She put her hair up in a bun and placed the black cabbie cap on. The TARDIS key rested on her necklace chain, next to her blue lapis. Looking at herself in the mirror one last time, she saw she was ready. She grabbed the psychic paper and left her bedroom and headed went to the console room.

≈ΘҖ≈

Reaching the room, she greeted the TARDIS. "Morning TARDIS." The TARDIS greeted back.

She grabbed the extra clothes for the Doctor and folded them and put them in a bag before walking over to the doors.

"See ya soon."

≈ΘҖ≈

After locking the TARDIS, Elena was nearing the hospital and felt her nervousness escalate a little. Her heart beat a bit faster and she felt her breathing hitch. Hospitals always frightened her. Breathing deeply to steady herself, she walked in.

Inside, Elena strolled over to the desk under "Information". She saw a woman was on the phone and waited till she was done. The woman appeared to be in her mid-twenties with light brown hair that was pulled back in a high ponytail. She was wearing a turquoise nurse uniform.

Once she was, the woman, whose name was Margaret, asked, "Yes? May I help you?"

"Yes, I'm here to see my..." Elena smiled. "... husband." Elena mentally scolded herself.

"What's your husband's name?" Margaret asked.

"John Smith."

"Can I see some identification, please?"

"Sure." Elena quickly took out the psychic paper and flipped it open for Margret to see. "There you go."

"Ah, yes, Mrs. Smith." Margaret smiled. "Mr. Smith has rambled on that about you."

"Really?" Elena said as she put the psychic paper back in her shirt pocket.

"Of course." Margaret.

"Can you tell me where he is, please?"

"Of course," Margaret said and then directed Elena to the ward "Mr. Smith" was staying in. Elena thanked her and followed the directions.

≈ΘҖ≈

The Doctor was just sitting in bed, in a pair of red, white, blue striped pajamas. Bored out of his mind. _This is boring. _Just then he heard a pair of footsteps and turned to the right and grinned. "Lena!"

"Hello, Doctor." Elena smiled. "I've brought the extra clothes you wanted." she held the bag up.

"Thank you." the Doctor said. "By the way..." the Doctor asked. "What name did you use?"

Elena felt a blush. "Uh... um. I.. uh... said you were my husband. Sorry."

For some reason, hearing this made the Doctor's hearts beat a bit faster. "No ,no. It's all right. It was probably a good idea that you said you were my wife." he grinned. "Brilliant!"

Elena smiled and the two heard a small group of med students coming their way being led by man who mostly bald, but still had some dark hair that starting to gray. He was wearing a dark blue pinstripe suit with a dark and light blue, and violet striped tie. His face reminded Elena of a strict professor. She saw the man's nametag said, "Stoker".

Mr. Stoker saw Elena. "And...you are?"

Before she could answer, the Doctor beat her to it. "This is my lovely wife, Elena. But I call her Lena." he wrapped his right arm around Elena's waist and shook her gently. "She's come to visit me!"

"But you're not wearing a wedding ring." Mr. Stoker said.

"We don't really believe in that sorta thing." Elena said quickly. "Because _we_..." she looked at the Doctor, smiling and wrapping her left arm around his shoulder. "...know we're married and that's all that counts." she looked at Mr. Stoker. "Anyway, I wanted to see how my husband was doing because I was _so_ worried when he said he was complaining about not feeling so well. Said that he always had dizzy spells." she put on a worried façade as she looked at the Doctor. "Wanted to see if you were better."

"Aww!" the Doctor said.

Elena rolled her eyes and lightly punched him before removing her arm and looked at Mr. Stoker. "You don't mind if I stay do you? I won't be in the way. Promise I'll be quiet as a mouse."

Mr. Stoker didn't seem to care. "Of course." He then looked at the Doctor. "Now then, Mr. Smith, a very good morning to you. How are you today?"

The Doctor gently patted Elena's waist before crossing his arms "Aw, not so bad, still a bit, you know. Blah."

Elena snorted softly. The Doctor winked at her. Elena stuck her tongue out at him.

"John Smith, admitted yesterday with severe abdominal pains." Mr. Stoker said. He then looked at a young African-American woman who appeared to be in her early twenties. "Jones, why don't you see what you can find? Amaze me."

Walking to the Doctor's left, Jones, whose name was Martha, spoke softly. "That wasn't very clever, running around outside, was it?"

The Doctor looked puzzled. "Sorry?"

Elena arched a brow in confusion. "When did you meet my husband?"

"On Chancery Street this morning." Martha answered before looking at the Doctor. "You came up to me and took your tie off."

"Really?" the Doctor asked, intrigued by this. "What did I do that for?" he looked at Elena, who only shrugged.

"I don't know, you just did." Martha said. Now it was _her_ that was confused.

"Not me. I was here in bed." the Doctor said. "Ask the nurses."

"Well, that's weird, cause it looked like you." Martha said. "Have you got a brother?"

"No, not anymore." the Doctor said. "Just me and my wife."

"As time passes and I grow ever more infirm and weary, Miss Jones." Mr. Stoker said, clearly annoyed.

Elena raised an eyebrow.

"Sorry. Right." Martha apologized. Using her stethoscope, she placed it on the Doctor's chest, directly over his left heart. All of sudden, she looked puzzled. She moved the stethoscope to the right side of his chest. She heard another heartbeat! She looked at the Doctor and Elena. They winked at her, smirking. Elena put a finger to her lips.

"I weep for further generations." Mr. Stoker said. "Are you having trouble locating the heart, Miss Jones?"

"Um. I don't know." Martha said taking the stethoscope off and putting over her neck. "Stomach cramps?"

"That is a symptom, not a diagnosis." Mr. Stoker said, walking over to the front of the bed and picked up the chart, receiving an electric shock, causing him to drop the chart. "And you rather failed basic techniques by not consulting first with the patient's chart."

"Man," Elena muttered. "Aren't you a bundle of fun."

"That happened to me this morning." Martha stated.

"I had the same thing on the door handle." a young man, named Oliver Morgenstern said.

"And me, on the lift." Julia Swales, who's a friend of Martha's spoke up.

"That's only to be expected." Mr. Stoker said. "There's a thunderstorm moving in and lightning is a form of static electricity, as was first proven by... anyone?"

"Benjamin Franklin." both Elena and the Doctor said.

"Correct." Mr. Stoker said.

"My mate Ben, that was a day and a half." the Doctor said. "I got rope burns off that kite, and then I got soaked."

Elena looked at him and snorted.

"Quite." Mr. Stoker said.

"... and then I got electrocuted." the Doctor concluded.

"Ouch." Elena hissed and bent down to him. "That must have hurt."

"It did." he replied.

"Moving on." Mr. Stoker said, putting what the Doctor said aside. "I think perhaps a visit from psychiatric." he said the next part louder. "And next we have..."

The group left the two. Martha looked back at the Doctor and Elena. They smiled at her.

≈ΘҖ≈

Martha's talking to her sister older sister, Tish, is on the phone in the hospital's kitchen.

"No, listen, I've worked out a plan. We tell Annelisa that the buffet tonight is one hundred per cent carbohydrate, and she won't turn up." Martha said.

≈ΘҖ≈

Tish was walking down the street while talking on the phone. "I wish you'd take this seriously. That's our inheritance she's spending. On fake tan. Tell you what, I'm not that far away, I'll drop by for a sandwich and we can draw up a plan."

≈ΘҖ≈

Martha looked at the torrential rain outside the window as she continued on talking with Tish. "In this weather? I'm not going out, it's pouring down."

≈ΘҖ≈

"It's not raining here." Tish said as she turned the corner. She saw the hospital with a huge black cloud over it. "That's weird. It's sitting right on top of you, I can see it, but it's dry where I am."

≈ΘҖ≈

"Well, you just got lucky." Martha smiled.

≈ΘҖ≈

Tish kept staring at the hospital. "No, but it's like in cartoons, you know, when a man's got a cloud over his head."

≈ΘҖ≈

"But listen, I tell you what we'll do." Martha said, but stopped, looking out into the hallway. She saw Elena and the Doctor had stopped by the room. The Doctor was in his dressing gown. The two glanced at her for a few moments before they continued on. "We tell Dad and Annalise to get there early, for about 7:30, for Leo to do his birthday stuff. We tell Mum to come about 8:30 or nine, and that gives me time to have a word with Annalise, and..." Martha continued. Swales touched her arm, looking out the window. This caught her attention. "What?"

"The rain." Swales said.

"It's only rain." Martha stated.

≈ΘҖ≈

"Martha! Have you seen the rain?" Tish exclaimed.

≈ΘҖ≈

"Why's everyone fussing about rain?" Martha said.

"It's going up." Swales said.

≈ΘҖ≈

"The rain is going up." Tish said.

≈ΘҖ≈

Martha looked and saw the rain was indeed going up. Suddenly, the building began shaking. Martha and Swale fell, as do most of the things on the counters and in the cupboards. When the shaking ceased, Martha stood.

"What in hell was that!?" Martha yelled.

"Are you all right?" Swales asked worriedly.

"I think so, yeah. It felt like an earthquake, or..." Martha stated.

"Martha? It's night." Swales said. "It was lunchtime."

"It's not night." Martha said.

"It's got to be." Swales stated. "It's dark."

Martha looked out of the window. She saw something she could not believe. "We're on the moon."

"We can't be." Swales said, panic and terror in her voice.

Martha looked at Swales. "We're on the moon. We're on the bloody moon."

The hospital had been transported to the surface of the moon. It was now isolated. People in the hospital were looking out the windows and after a few minutes, starting to panic when they realized where they are.

≈ΘҖ≈

Running to Chancery Street, which faced the hospital, Tish saw instead of the building being there, a huge hole was in its place. She's stopped by a police officer.

"I'm sorry, Miss, no." he said, keeping her from getting closer.

"My God..." she muttered.

There was a big hole in the ground with police and emergency vehicles.

Tish then spoke into her mobile phone. "Martha? Can you hear me? Martha!" She then walked by the TARDIS. Never taking notice of it.

≈ΘҖ≈

In the hospital corridor, people were running and screaming. Martha pushed her way through them.

≈ΘҖ≈

In a side room, Martha looked through a window and could see the Earth slightly above the horizon.

≈ΘҖ≈

Back in the corridor, Martha passed by one of the patients. An older gray-haired woman named Florence Finnegan.

"Have you seen..." Florence asked.

"Martha ran passed her. "I'm sorry, I can't."

≈ΘҖ≈

"All right, everyone back to bed, we've got an emergency but we'll sort it out." Martha said to other patients in the ward.

Elena and the Doctor watched her before the Doctor pulled the curtain around his bed shut. As he did, Elena turned around to give him privacy. Martha went to the window. Swales had followed her.

"It's real. It's really real." Martha exclaimed. "Hold on!" She reached for the window-latch.

Swales stopped her. "Don't! We'll lose all the air!"

Martha looked at her. "But they're not exactly air tight. If the air was going to get sucked out it would have happened straight away, but it didn't. So how come?"

"Very good point!" the Doctor said, pulling aside the bed-curtain. He was now fully clothed in a blue pinstripe outfit.

"Brilliant, in fact." Elena added.

The Doctor looked at Martha. "What was your name?"

"Martha." she replied.

"And it was Jones, wasn't it?" Elena asked.

Martha nodded.

"Well then, Martha Jones, the question is, how are we still breathing?" the Doctor asked as both he and Elena walked over to the two women, staring out of the window.

"We can't be!" Swales cried.

"Obviously we are so don't waste my time." the Doctor said.

Elena looked at Martha. "Martha, what have we got? Is there a balcony on this floor, or a veranda, or...?"

"By the patients' lounge, yeah." Martha said.

"Fancy going out?" Elena smirked.

"Okay." Martha said.

"We might die." the Doctor said, staring at her.

"We might not." Martha calmly replied.

The Doctor smirked, approving her behavior of the situation. "Good! C'mon." he then pointed at Swales. "Not her, she'd hold us up."

Elena bobbed him in the head.

"Ow!" the Doctor pouted. "What was that for?!"

"Be nice!" Elena hissed.

Swales sobbed.

Elena squeezed Swales shoulder comfortingly. "Everything will be all right." And she, the Doctor and Martha left.

≈ΘҖ≈

The three ran to the patients' lounge. Once there, the Doctor and Elena looked at one another before slowly pushing the doors opened.

≈ΘҖ≈

They saw they could breathe. The Doctor stood out on the balcony with Elena next to him, both feeling very calm.

"We've got air!" Martha exclaimed. The Doctor put his hands behind his back and walked forward with Elena right beside him. "How does that work?" Martha stepped out onto the balcony.

"Just be glad it does." Elena said.

Martha came and stood next to Elena, placing her hands on the balcony. "I've got a party tonight. It's my brother's 21st. My mother's going to be really..." Her voice started to choke. "...really.."

Both the Doctor and Elena looked at her.

"You okay?" he asked.

"Yeah." Martha said.

"Sure?" Elena asked.

Martha nodded.

"Want to go back in?" the Doctor asked.

Martha looked at him like he was crazy. "No way. I mean, we could die any minute, but all the same...it's beautiful."

"You think?" the Doctor asked.

"How many people want to go to the moon?" Martha exclaimed. "You could clearly hear excitement in her voice. "And here we are!"

"Standing in the earthlight." the Doctor said.

"What do you think happened?" Martha asked.

"What do _you_ think?" Elena asked.

"Extraterrestrial. It's got to be." Martha said. "I don't know, a few years ago that would have sounded man, but these days? That spaceship flying into Big Ben...Christmas...those Cybermen things. I had a cousin. Adeola." the Doctor and Elena looked at her. "She worked at Canary Wharf. She never came home."

"I'm sorry." the Doctor said. He and Elena remembered Adeola quite well. They didn't want to tell Martha what really happened to her cousin because it would devastate her.

"Yeah." Martha said.

"Lena and I were there." the Doctor said, looking out. "In the battle. It was..."

"I promise you, Mr. and Mrs. Smith, we will find a way out." Martha looked at the two. "If we can travel to the moon, then we can travel back. There's got to be a way."

"It's not Smith. That's not my real name." the Doctor said as he looked around the balcony.

"Who are you, then?" Martha asked in confusion.

"I'm the Doctor." he said.

"Me too, if I can pass my exams. What is it, then, Doctor Smith?" Martha chuckled.

Elena chuckled. "He's called the Doctor. Not Doctor Smith."

"Just the Doctor."

"How do you mean, just the Doctor?" Martha asked.

"That's his name, Martha." Elena said. "His name is the Doctor."

"Just... the Doctor." the Doctor said, agreeing with Elena.

"What, people call you 'the Doctor'?" Martha asked.

"Yep."

She looked at Elena. "And you? You're really not his wife, are you?"

Elena shook her head. "Nope."

"Who are you really?"

"Name's Elena Mathews."

Martha then looked at the Doctor. "Well, I'm not. As far as I'm concerned, you've got to earn that title."

"Well, I'd better make a start, then. Let's have a look." the Doctor said, picking up a pebble and threw it outward. The three watched the pebble hit something invisible before it caused a blue ripple effect they saw before it disappeared. The Doctor's eyes widen. "There must be some sort of..."

"...force field keeping the air in." Elena finished.

They looked at each other, thinking the same thing.

"If that's like a bubble sealing us in, that means this is the only air we've got." Martha said. She looked at the duo. "What happens when it runs out?"

The Doctor looked at Martha. "How many people in this hospital?"

"I don't know...a thousand?" she replied.

"1,000 people." Elena remarked softly. "Suffocating."

"Why would anyone do that?" Martha asked, now beginning to panic.

They all heard a rumbling sound and looked.

"Heads up!" Elena said. "We're about to find out."

All three watch as three cylindrical ships land nearby.

All within the hospital, people went up to the windows, staring, including Mr. Stoker. The aliens that were on board, marched out and began marching towards the hospital.

"Aliens. That's aliens." Martha said. "Real, proper aliens."

Elena made a "hmm" sound.

"Judoon." the Doctor said.

Elena looked at him. Just by his voice, she could tell these Judoon weren't very nice aliens.

≈ΘҖ≈

Mr. Stoker was watching the whole thing through his office window using his binoculars that he didn't even hear the door to his office open.

"Mr. Stoker? I'm sorry, I didn't know who else to ask, but can you help me?" Mrs. Finnegan asked as she came in.

Mr. Stoker turned around to face her. "I think we've gone beyond aspirin, Miss... ah..."

"Finnegan." Mrs. Finnegan said.

"What are names now when something unnameable is marching towards us across the moon? Two more years, I thought, two more years and then retire to Florida, but there is Florida, in the sky, I can see it." Mr. Stoker said. "My daughter... she's still in university... I am never going to see her again."

"But I need your help, Mr. Stoker." Mrs. Finnegan said.

"I can't do anything." Mr. Stoker said in confusion.

"Oh, I think you can." Mrs. Finnegan said. Just then two Slabs entered the room and stood behind her.

"What do you two want? It's a bit too late to sign for anything." Mr. Stoker asked.

"These are my lovely boys. I prefer not to get my hands dirty." Mrs. Finnegan said.

"I'm sorry?" he asked even more confused.

"You see, there are great tests to come, and terrible deeds, some of them my own. But if I am to survive this, I need you." Mrs. Finnegan said.

"What are you talking about?" Mr. Stoker asked.

"Blood. Specifically, yours." Mrs. Finnegan said. She snapped her fingers and the Slabs advanced on Mr. Stoker.

He became alarmed. "What are you doing?!" Each Slab grabbed him by the arm. "What are you doing? Well, let go of me. What the hell...let go." He tried to get free, but the Slabs had a tight grip.

"You see, I was only salt deficient because I am so very good at absorbing it. Now I need fire in my veins, and who better than a consultant, with blood full of salty fats and vintage wines and all those Michelin star sauces." Mrs. Finnegan said. She put her bag she had been carrying on the desk.

"Who are you?" Mr. Stoker asked. He stopped trying to free himself.

"Oh, I'm a survivor, Mr. Stoker. At any cost." Mrs. Finnegan said. She opened her bag and took something out. "Look! I've even brought a straw."

Mr. Stoker screamed in terror as Mrs. Finnegan advanced on him.

≈ΘҖ≈

As the Judoon marched towards the hospital reception, one woman asked, "What are they doing?"

The Judoon passed through the force field and into the hospital. The people there screamed and ran, hiding behind the chairs in the waiting area. Other Judoons positioned themselves at certain areas and stood. The leader took off his helmet to reveal that he is a two-horned rhinoceros.

The chief Judoon removed his helmet. He resembled a humanoid rhino. "Bo sco fo do no kro blo co sho ro!"

The other Judoon drew their weapons.

Morgenstern walked up to the chief Judoon. "We are citizens of planet earth. We welcome you in peace."

The chief Judoon pushed him against the wall and shined a blue light in his face.

Morgenstern started to panic. "Please don't hurt me, I was just trying to help. I'm sorry. Don't hurt me. Please don't hurt me."

The Judoon played the recording of Morgenstern on his blue light device and then plugged it into his armor.

"Language assimilated. Designation Earth English. You will be cataloged." The chief Judoon said. He then shined a blue light in Morgenstern's forehead. "Category: human." He marked a black cross on the back of Morgenstern's hand. "Catalogue all suspects."

The Judoon start shining the blue light on people, checking their species. When the Judoon found out the person they were cataloging were human, they mark the right hand of each with a cross, saying,"Human" as they do so.

≈ΘҖ≈

On the Mezzanine level, the trio were crouched down, watching the Judoon from behind some potted plants. Elena was between the Doctor and Martha.

"Oh, look down there, you've got a little shop. I like a little shop." the Doctor smiled.

Elena grumbled and bopped him upside the head. Again

"Ow!" he whined. He looked at her. "What did I do _this_ time?!"

Elena rolled her eyes. "Stop it, Doctor. Here we are on the moon. With these Judoon and you're going on about little shops! Get your mind on what's important!"

"I agree." Martha said. "What are Judoon?"

"Galactic police. Well, police for hire." the Doctor explained. "More like interplanetary thugs."

"And they brought us to the moon?" Martha asked.

"Let me guess..." Elena said. She looked at the Doctor and he her. "Neutral territory?"

"Correctamundo, Lena!" he looked at the two. "According to Galactic Law, they've got no jurisdiction over the Earth, and they isolated us. That rain? Lightning? That was them, using an H2O scoop."

"That would explain the plasma coils around the hospital." Elena said.

"What's that about 'Galactic Law'? Where'd you get that from? If they're police. Are we under arrest? Are we trespassing on the moon or something?" Martha asked.

"No. But I like that." the Doctor said. "Good thinking. No, it's more simple. They're making a catalogue. It means they're after something non-human."

"Which is very bad news for you, Doctor." Elena said.

The Doctor nodded.

"Why?" Martha asked.

Both Elena and the Doctor looked at her.

"Seriously, Martha?" Elena asked. "Haven't you figured it out?"

"Oh, you're kidding me." Martha said.

Both Elena and the Doctor raised an eyebrow.

"Don't be ridiculous." Martha said. "Stop looking at me like that."

"You heard something when you listened to his heart, Martha." Elena said. "Or should I say _hearts_. Something not of Earth origin."

"Come on, then." the Doctor said.

They left, being quiet as mouse so the Judoon wouldn't detect them.

≈ΘҖ≈

"Troop five, floor one. Troop six, floor two. Identify humans and find the transgressor. Find it." the chief Judoon ordered.

The other Judoons carried out his order.

≈ΘҖ≈

The Doctor, Elena, and Martha entered the corridor at a run.

≈ΘҖ≈

In another corridor, the Chief Judoon and other Judoons were cataloging people. "Prepare to be cataloged."

"Do what they say. All they want is to shine this light thing." Morgenstern said, trying to keep everyone calm. "It's all right, they don't mean to hurt us. Just listen to them."

As one Judoon does its job, finishes and moves on, a man breaks a jug over the head of the Judoon.

"Witness the crime. Charge: physical assault. Plea: guilty. Sentence: execution." the chief Judoon said.

The Judoon shot the man and he vaporized, screaming.

"You didn't have to do that." Morgenstern said, looking at the chief Judoon.

"Justice is swift." the Chief Judoon stated, his voice emotionless.

All that Morgenstern did was flinch.

≈ΘҖ≈

The trio ran near a room. An office to be more precise. The Doctor entered, quickly followed by Elena. The Doctor sat at a computer and began examining it with his sonic screwdriver.

Martha followed the two. "They've reached third floor." She then looked at what the Doctor held in his hand. "What's that thing?"

"Sonic screwdriver." was all the Doctor said.

"Well, if you're not going to answer me properly!" Martha exclaimed, clearly annoyed.

"No, really, it is." the Doctor said, looking at her and held the screwdriver up. "It's a screwdriver, and it's sonic. Look."

"What else have you got?" Martha asked. "A laser spanner?" she chuckled.

"I did, but it was stolen by Emily Pankhurst, cheeky woman." the Doctor grinned. His expression became annoyed as he hit the computer. "Oh, this computer!"

Elena rolled her eyes. "Oi! Move your keister!"

The Doctor got out of the chair and Elena sat in his place and began typing on the keyboard, her fingers gliding over the keyboard. After a few minutes of typing, Elena stopped. "The Judoon must have locked the computer down. I can't gain access to anything!"

"Judoon platoon upon the moon." the Doctor said, running his hand through his hair, his hair more messy-looking. "Cause we were just traveling past. I swear, we were just wandering. We weren't looking for trouble, honestly, we weren't. But we noticed these plasma coils around the hospital. And that lightning, that's plasma coils, been building up for two days now, so I checked in. I thought something was going on inside. It turns out the plasma coils were the Judoon up above."

"And Elena?" Martha asked. "What's her role in all this?"

Elena looked at Martha. "I was to pretend to be the Doctor's wife in order get in. Then we would find out what was going on and stop it."

"But what were they looking for?" Martha asked.

Elena returned her attention back to the computer and continued typing.

The Doctor leaned over Elena's right shoulder to look at the screen. "Something that looks human, but isn't."

"Like you." Martha said. "Apparently."

"Like me." the Doctor agreed. "But not me."

"Haven't they got a photo?" Martha asked as she neared the duo.

"Might be a shape-changer." Elena said. "That's probably why the Judoon are cataloging the patients."

"Whatever it is, can't you just leave the Judoon to find it?" Martha asked.

"If they declare the hospital guilty of harboring a fugitive, they'll sentence it to execution." the Doctor said.

"All of us?" Martha asked.

"Oh yes. If Lena and I can find this thing first..." the Doctor said. Just then it was like a light bulb clicked. He jumped up. "Oh! Just that they're thick! Judoon are thick! They are completely thick!"

"They wiped the records!" Elena said.

"Oh, that's clever." the Doctor said.

"What are we looking for?" Martha asked.

"I don't know. Any patient admitted in the past week with unusual symptoms. Maybe there's a back-up." the Doctor said, messing his hair up more. He grabbed the monitor and using the sonic screwdriver on the back, he tried to get the backup up while Elena continued typing.

"Just keep working." Martha said. "I'll go ask Mr. Stoker. He might know."

"Be careful, Martha." Elena said. "If whatever the Judoon are looking for _is_ a shape-changer... it can be _anyone_."

Martha nodded and left.


	10. Smith and Jones Prt 2

Martha ran down the hall and came upon Mr. Stoker's office. Stopping before it, she knocked on the door. Hearing nothing, she turned the knob and entered without waiting for an answer.

"Mr. Stoker!" Martha called softly.

≈ΘҖ≈

Walking inside, Martha heard a slurping sound. She saw Stoker's feet sticking out around the desk and the two Slabs. Seeming to hear someone, Finnegan Finnegan stopped slurping and arose, straw in hand. Seeing the blood at the end of the straw, Martha ran for it.

"Kill her!" Finnegan ordered.

≈ΘҖ≈

As Martha ran, she met up with the Doctor and Elena. The Doctor's hair was back to being smooth-looking.

"Lena and I have restored the back-up." the Doctor exclaimed happily.

Elena saw Martha's expression. "Are you all right?"

"I found her!" Martha exclaimed.

"You what?" the Doctor asked and saw the Slab. "Run!" He took both Martha and Elena's hands in each of his.

≈ΘҖ≈

All ran down the stairs, followed by the Slab. Then they meet the Judoon coming up. In order to dodge both, they ran out of the doorway on the fourth floor.

≈ΘҖ≈

They ran with the Slab hot on their tails. The three were skidding around corners and came upon the radiology room. They ran inside.

≈ΘҖ≈

Once inside, the Doctor closed and locked the door in the face of a Slab with his screwdriver. Then Elena and Martha got behind the radiation screen.

"When I say 'now', press the button." the Doctor said, getting the machine prepared.

"I don't know which one." Martha said.

"No time for guessing, Martha!" Elena said. "This is a life and death situation!"

The Doctor began messing with the x-ray machine while Martha grabbed the Operator's Manual from the shelf and searching through it. Elena looked at the yellow button and had a theory. The Slab outside battered the door off its hinges and got in.

The Doctor pointed the x-ray machine at it. "Now!"

Elena quickly slammed the yellow button down and the two women watched as the Doctor and the Slab got a massive dose of radiation. The Doctor's skeleton lit up like a Christmas tree. Elena turned the machine off and everyone watched the Slab fall to the floor, face down.

"What did you do?" Martha asked once it was over.

"Increased the radiation by 5,000%." the Doctor said. "Killed him dead."

"Isn't that likely to kill you?" Martha asked.

"Nah, it's only radiation. We used to play with roentgen bricks in the nursery." the Doctor said. "It's safe for the both of you to come out. I've absorbed it all. All I need to do is expel it."

Elena came out without hesitation while Martha slowly walked out, not so sure.

The Doctor began bouncing and hopping. "If I concentrate I can shake the radiation out of my body and into one spot. It's in my left shoe." He began shaking his left shoe, causing Elena to laugh. "Here we go, here we go, easy does it...Out, out, out, out, out. Out, out, ah, ah, ah, ah. It is, it is, it is, it is, it is hot. Ah...hold on." The Doctor threw the shoe into a nearby bin. "Done."

"You're completely mad." Martha stated.

"You're right." the Doctor agreed. "I look daft with one shoe."

"You _do_ look daft, Doctor." Elena agreed.

The Doctor mock-glared at her, but removed and discarded his other shoe. "Barefoot on the moon!" He wiggled his toes.

Elena shook her head before she went over to examine the Slab.

Martha followed. "So what is that thing? And where's it from? The planet Zovirax?"

"It's just a Slab. They're called 'Slabs'." the Doctor said, crouching next to Elena. "Basic slave drones. See?" he held up an arm. "Solid leather, all the way through. Someone has got one hell of a fetish." He stood, along with Elena.

"It came with that woman, Mrs. Finnegan." Martha said. "It was working for her. Just like a servant."

The Doctor went over to the x-ray machine and took out the remains of his sonic screwdriver. It was totally fried. He pouted. "My sonic screwdriver."

"She was one of the patients, but..." Martha said.

"Oh, no. My sonic screwdriver!" the Doctor pouted more, ignoring Martha.

Elena raised an eyebrow. _That's all he can think at a time like this!? His sonic screwdriver!_

"She had a straw like some kind of vampire." Martha said.

"I loved my sonic screwdriver!" the Doctor exclaimed.

"DOCTOR!" Elena and Martha yelled.

"Sorry." the Doctor said, seeming to come out of his stupor. He tossed the screwdriver over his right shoulder and smiled at Martha. "You called me "Doctor"."

Elena rolled her eyes and quickly ran over and grabbed the screwdriver, not wanting anyone else to get their hands on the technology. She returned to the others.

"Anyway! Miss Finnegan is the alien." Martha said. "She was drinking Mr. Stoker's blood."

"Funny time to take a snack. You'd think she'd be hiding. Unless...no. Yes, that's it, wait a minute." the Doctor said. His eyes widen realization. "Yes! Shape-changer. Internal shape-changer. She wasn't drinking blood!"

"What?" Elena asked. "Are you saying she was _assimilating_ it?"

"Yes!" the Doctor said.

≈ΘҖ≈

Finnegan Finnegan walked into a corridor, wiping her lips. The Judoon were approaching from her left. She turned and faced them.

"Prepare to be cataloged." the chief Judoon said.

Other Judoons cataloged the patients.

"Human." the chief Judoon said.

They come up to Finnegan Finnegan and shine the blue light on her.

≈ΘҖ≈

"If she can assimilate Mr. Stoker's blood, mimic the morphology," the Doctor said.

"Then she can register as human." Elena said, catching on what the Doctor was saying.

The Doctor nodded. "We've got to find her and show the Judoon. Come on!"

The Doctor ran out of the room with Elena and Martha following.

≈ΘҖ≈

The chief Judoon kept shining his light at Finnegan Finnegan. When he got the results, he said. "Human." He marks her with a black cross on her hand and carries on. She looks at it with a smile.

A Slab walked down another hallway, passing the Doctor, Elena, and Martha, who were hiding behind a water cooler. The Doctor held onto Elena.

"That's the thing about Slabs." the Doctor whispered. His breath hit Elena's ear, making her shiver slightly. "They always travel in pairs."

"What about you?" Martha asked, looking at him.

"What about me?" the Doctor asked.

"Haven't you got backup?"Martha asked. "You must have a partner or something?"

Elena arched an eyebrow.

The Doctor looked at Martha. "Uh. Humans. We're stuck on the moon running out of air with Judoon and a bloodsucking criminal, you're asking personal questions."

"What about Elena?" Martha asked. "Isn't she your partner?"

Elena's eyes widen. "No!"

"Girlfriend?"

"No!"

"I'm just traveling with him. FYI!"

The Doctor stood and helped Elena up. "Come on."

"I like that. "Humans." I'm still not convinced you're an alien." Martha said.

They step in front of a Judoon. Seeing the three, he shined his blue light on the Doctor's face. " Non-human."

Elena smirked at Martha. "Still not convinced that the Doctor's _not_ an alien!?"

Martha was shocked beyond belief. She stared at the Doctor. "Oh my God, you really are!"

All three ran and the Judoon shot after them. All went up stairs. The Doctor opened the door and managed to lock a door behind them. They were in a corridor where people are falling to the ground, gasping for breath.

"They've done this floor. Come on." the Doctor said as they all continued on. "The Judoon are logical and just a little bit thick. They won't go back to check a floor they've checked already. If we're lucky."

"That's sounds good." Elena said.

As they passed a patient, Martha saw Swales and stopped, crouching next to her while the Doctor, Elena and K9 continue on.

"How much oxygen is there?" Martha asked.

"Not enough for all these people. We're going to run out." Swales replied.

The Doctor and Elena returned. The Doctor looked at Martha. "How are you feeling? Are you all right?"

She stood. "I'm running on adrenaline."

The Doctor looked at Elena. "You, Lena? How are you feeling? You all right?"

"I'm good."

The Doctor looked at Martha. "Welcome to our world."

"What about the Judoon?" Martha asked.

"Ah, great big lung reserves, it won't slow them down." the Doctor said.

"Where's Mr. Stoker's office?" Elena asked.

"It's this way." Martha led them.

≈ΘҖ≈

All entered Stoker's office.

"She's gone! She was here." Martha exclaimed.

Elena and the Doctor went over to the body and began examining it.

"Looks like she drained him dry." Elena said.

"Every last drop. I was right. She's a plasmavore." the Doctor said.

"What was she doing on Earth?" Martha asked.

"She could possibly be hiding." Elena said.

"On the run. Like Ronald Biggs in Rio de Janeiro. What's she doing now? She's still not safe. The Judoon could execute us all." the Doctor said. He and Elena stood. "Come on." He and Elena went to the door.

"Wait a minute." Martha said. All watch as Martha went to Mr. Stoker and closed his eyes. She then left the office with the Doctor and Elena.

≈ΘҖ≈

The three were back in the corridor.

"Think, think, think. If I was a plasmavore surrounded by police, what would I do?" the Doctor said.

Elena looked around. Just then a sign caught her attention. It was the MRI sign. "The MRI."

The Doctor heard this and looked at Elena for a moment before following her gaze. "Aah. She's as clever as me. Almost."

"Find the non-human. Execute." they heard the Judoon say from down the corridor.

The Doctor looked at Martha. "You and Lena stay here. I need time. Both of you are going to have to hold them up."

"No way, Doctor!" Elena said. "I'm coming."

"Lena..." the Doctor said.

"You may need help."

The Doctor sighed, but nodded.

"How do I do that?" Martha asked.

"Martha, it's going to save a thousand lives." He then kissed her forehead.

"Good luck, Martha!" Elena said before she and the Doctor ran off.

≈ΘҖ≈

The two ran into the MRI room, where they heard the machine making strange noises. The Doctor opened the door and slowly walked inside and saw Finnegan Finnegan working with the controls.

"Have you seen...there are these things. Those great big space rhino things. I mean rhinos from space. And we're on the moon!" the Doctor exclaimed, acting dumb. "Great big space rhinos with guns on the moon. And I only came in for my bunions. Look." He showed his feet. "They're all right now, perfectly good treatment, I said to my wife here, I'd recommend this place to anyone, but then we end up on the moon. And did I mention the rhinos?"

"Hold them." Finnegan ordered.

The Slab took hold of the Doctor and Elena.

"Nice plan." Elena mumbled.

≈ΘҖ≈

The Judoon walked into another corridor. Martha stood bravely waiting for them.

"Find the non-human. Execute." the chief Judoon ordered.

"Now, listen. I know who you're looking for." Martha explained. "She's this woman. She calls herself Finnegan."

The Judoon examined her with his blue light.

"Human. With non-human traits suspected. Non-human element confirmed. Authorize full scan." the chief Judoon said. "What are you? What are you?"

≈ΘҖ≈

Finnegan Finnegan was fussing with the MRI machine.

"Um, excuse me, ma'am." Elena said. "Mrs..."

"Finnegan. Finnegan Finnegan." was the response.

"If you don't mind me asking, Mrs. Finnegan," Elena said. "The MRI scan. Is it supposed to be making that noise?"

"You wouldn't understand, young lady." Finnegan said.

"I like to learn new things, ma'am." Elena said.

"Isn't that a magnetic resonance imaging thing?" the Doctor said. "Like a ginormous sort of a magnet? I did magnets at GCSE. Well, I failed, but all the same."

"The magnetic setting is now set to 50,000 Tesla." Finnegan said.

"Ooh. That's a bit strong, isn't it?" the Doctor said.

"That does sound a bit too strong. Yes." Elena agreed.

Finnegan looked at the two. "I can send out a magnetic pulse that will fry the brain-stems of every living thing within 250,000 miles. Except me, safe in this room."

"But... hold on, hold on..." Elena said.

"I did geography for GCSE, I did pass that one, doesn't that distance include Earth?" the Doctor asked.

"Only the side facing the moon. The other half will survive. Call it my little gift." Finnegan grinned.

"I'm sorry, you'll have to forgive me, I'm a little out of my depth. I've spent the past 15 years working as a postman, hence the bunions...why would you do that?" the Doctor said.

"With everyone dead, the Judoon ships will be mine, to make my escape." Finnegan smirked.

"Now, that's weird. You're talking like you're some sort of an alien." the Doctor said.

"Right-o!" her smirk widen.

"No!" Elena acted surprised. "Really, Mrs. Finnegan?"

"Oh, yes." was the reply.

"You're joshing us." the Doctor acted surprised as well.

"I'm not." Finnegan said.

"We're talking to an actual alien? In hospital?" Elena said looking at the Doctor smiling. He looked at her as well, smiling. Elena then looked back at Finnegan, all smiles gone, but still acting dumb. "Forgive me curiosity, but what has the place got an ET department?"

"It's the perfect hiding place." Finnegan said, looking at Elena. "Blood banks downstairs for a midnight feast, and all this equipment I'm ready to arm myself with should the police come looking."

"So, those rhinos..." Elena said. "...they're looking for you?"

"Yes."Finnegan said, walking up to Elena and the Doctor. "But I'm hidden." she showed them her hand with the black X on it.

"Oh. Right!" the Doctor said. "Maybe that's why they're increasing their scans."

"They're doing what?" Finnegan asked, now panicking.

"Big chief rhino boy, he said, no sign of a non-human." the Doctor said.

"They said they would have to increase their scans..." Elena said and had a look of thinking. "... up to setting two I think I heard them say."

"Then I must assimilate again." Finnegan said.

"What's that?" Both Elena and the Doctor said.

"I must appear to be human." Finnegan said.

"Well, you're welcome to come home and meet the rest of the family. They'd be honored." the Doctor said. "We can have cake." He was now beginning to panic. If the alien was going to assimilate _human_ blood, she was going to go for Elena, not him. He had planned on Finnegan taking _his_ blood.

"Why should I have cake?" Finnegan asked taking out her straw. "I've got my little straw."

"That's nice. Milkshake?" the Doctor asked. "I like banana."

"I think I'll have your blood dearie." Finnegan said as she began walking towards Elena. "Steady her. Shove him aside."

The Doctor's eyes widen in horror as he was shoved aside. He was now panicking more "What are you doing?!"

Elena fought as she was pushed down, her throat exposed.

Finnegan approached Elena, straw in hand. "Nothing personal, dearie. You were very polite to me. But I'm afraid this is going to hurt." Finnegan stroked Elena's throat. More precisely, her jugular. "But if it's any consolation, the dead don't tend to remember."

Just as the straw was about to touch Elena's throat...

"Don't! Please!" the Doctor yelled. "Take me instead!"

Finnegan stopped. "How touching. Giving your life to save hers. Steady him."

"No!" Elena shouted as the Slab shoved her away.

The Slab then grabbed the Doctor, forcing him to his knees, turning his head so Finnegan has a clear shot at his jugular. She then stuck her straw into his vein and began sucking.

Elena's eyes widen. "NO!"

≈ΘҖ≈

The Judoon makes a cross on Martha's hand.

"Confirmed: human. Traces of facial contact with non-human. Continue the search." the chief Judoon said. He then handed her a slip of paper. "You will need this."

Martha took it. "What is it?"

"Compensation." was his response.

≈ΘҖ≈

As Finnegan's drank the Doctor's blood, Elena could see the color drain from his face.

"Leave him alone!" Elena shouted. "Get the hell away from him, you filthy blood-sucker!"

Stopping for a minute, Finnegan looked at Elena. "Oh. Such a cute couple."

Elena felt a blush.

As the Judoon entered, the Slab dropped a now unconscious Doctor.

Elena rushed to him. "No!" she cupped his face and whimpered softly. "Doctor."

Finnegan hid her straw in her handbag. "Now see what you've done. This poor man just died of fright." Finnegan said.

Elena glared at her. "Liar! I saw _everything_!"

"Scan him!" the chief Judoon said. The Doctor was scanned. "Confirmation: deceased.

"No, he can't be." Martha said hurrying through the Judoon. "Let me through, let me see him."

"Martha!" Elena yelled, looking at her.

"Stop." the chief Judoon stopped Martha. "Case closed."

"But it was her. She killed him." Martha said, looking at Finnegan. "She did it. She murdered him."

Elena nodded. "Listen to her!"

"The Judoon have no authority over human crime." the chief Judoon said.

"But she's not human!" both Martha and Elena yelled.

"Oh, but I am." Finnegan said proudly. "I've been cataloged." she displayed her marked hand.

"But she's not! She assimil..." Martha looked at Finnegan and everything became clear! "Wait a minute. You drank his blood. The Doctor's blood." She grabbed a Judoon scanner and scanned her.

"Oh, all right." Finnegan said smugly. "Scan all you like."

"Non-human."

Elena smirked. "Busted, Plasmavore."

"What?" Finnegan said now panicking.

"Confirm analysis." the chief Judoon said.

"Oh, but it's a mistake, surely." Finnegan said, panicking. "I'm human. I'm as human as they come."

"The Doctor gave his life so the Judoon would find you." Elena said, looking at the Doctor sadly. "That was his plan."

"Confirmed: Plasmavore." the chief said. "I charge you with the crime of murdering the princess of Patrival Regency Nine."

"She deserved it!" Finnegan sneered. "Those pink cheeks and those blond curls and that simpering voice. She was begging for the bite of a plasmavore."

"Do you confess?" the chief asked.

Finnegan scoffed. "Confess? I'm _proud_ of it!" she then ordered gave an order to the Slab as she went into the other room. "Slab...stop them!"

The Slab went towards them and the Judoon shot at the Slab, disintegrating it.

"Verdict: guilty." the chief said. "Sentence: execution."

With a gleeful smirk, Finnegan connected two red cables together and the warning sign lit up: MAGNETIC OVERLOAD. As every Judoon grabbed their guns, Martha crouched down. Finnegan looked at Judoon, sneering at them. "Enjoy your victory, Judoon. Because you're going to burn with me. Burn in hell!" She screamed the last word as the Judoon disintegrated her.

Martha crawled next beside Elena, looking at the Doctor in concern.

"Case closed." the chief said as all the Judoon put their guns back in their holsters.

"What did she mean, "burn with me"?" Martha asked. "The scanner shouldn't be doing that."

The chief went over to the scanner.

"She did something to the scanner, Martha." Elena said. The two looked at one another. "She said its magnetic setting is now set to 50,000 Tesla."

"Correct." the chief said, scanning the MRI scanner. "Scans detect lethal acceleration of monomagnetic pulse."

"Well, do something!" Martha said, looking at the chief. "Stop it!"

Elena also looked at the chief. "Please!"

The chief looked at the two women. "Our jurisdiction has ended. Judoon will evacuate."

"You can't just leave it!" Martha said. "What's it going to do?" She looked at Elena. "Elena?"

Elena looked at her, her face grim. "I think its going into overload."

"All units withdraw." the chief ordered in his communicator.

≈ΘҖ≈

All the Judoon began withdrawing, returning to their ships. Out in the other corridors, Morgenstern reached out to the Judoon. "What about the air? We're running out of air."

≈ΘҖ≈

"You can't go!" Martha shouted as she and Elena watched the Judoon marched away. "That thing's going to explode and it's all your fault!"

""The plasmavore is dead, Martha." Elena said. "In the Judoon's mind, there's no reason for them to stay." she and Martha looked at one another.

"So..." Martha said. "What do we do?"

"We've got to get the Doctor breathing." Elena said and the two ran back into the MRI room.

≈ΘҖ≈

Martha and Elena knelt beside the Doctor's prone form. Elena looked at Martha. "We have to get air back into his lungs and get his hearts beating again, Martha."

Martha nodded. "You know basic CPR, right?" Elena nodded. "I'll do the heart compression. You'll breathe air into him." A nod. Martha placed her hands over his heart. "After I have counted to five, breathe air into him." Elena nodded and placed the Doctor's head in the correct position for her to breathe air into him.

Martha began the heart compressions on the Doctor's left heart. "One, two, three, four, five." Elena breathed into the Doctor. "One, two, three, four, five."

"_Two_ hearts, Martha!" Elena said before breathing air into the Doctor.

"Oh, right." Martha said before doing the heart compressions on both the Doctor's hearts. "One, two, three, four, five." Elena repeated. Martha did the compressions again. "One, two, three, four, five." Elena breathed into the Doctor's mouth.

There wasn't any change. The Doctor wasn't waking!

Both were running out of air.

"Get out of here, Martha!" Elena said.

"What about you?" Martha said.

"I'll be fine!" Elena said, her eyes growing heavy. "Just... get out of here!"

Slowly, Martha stood and with some difficulty, walked out of the room. Elena repeated what Martha had done. "C'mon, Doctor." Breathing one more time into the Doctor, she saw him gasp before coughing. Elena fell beside him, her voice came out like a whisper. "The scanner, Doctor." she looked at him. "She did something."

The Doctor looked at her in worry. "Lena." he then looked at the scanner and saw electricity was playing out all over it, as well as over the hospital. He looked at Elena again. "Lena."

Elena smiled weakly. "Do what you do best, Doctor." And passed out.

The Doctor softly caressed her cheek before coughing, crawling, and staggering to the scanner controls. He reached into his suit for the screwdriver and realized he didn't have it anymore. "Oh, the sonic!" He then saw two plugs, a red and blue. And had trouble figuring out which one to unplug. He looked back at the scanner. He knew if he chose the wrong one, everyone in the hospital and the people on the Earth facing the moon would die. He grabbed the blue one and was about to unplug it. "No!" he threw it aside and unplugged the red cable and the scanner turned off. He then made his way to Elena.

≈ΘҖ≈

The Doctor carried a limp Elena down the corridor where patients and doctors alike were very weak or unconscious due to oxygen starvation. He walked into the ward and looked out of the window at the Judoon ships. The Judoon spaceships took off as the oxygen levels fell to zero. "Come on, come on, come on. Come on, Judoon, reverse it." It started raining. He smiled and looked down at Elena. "It's raining, Lena. It's raining on the moon."

A crash of thunder and big flash.

≈ΘҖ≈

The hospital reappeared on Chancery Street. Tish and the onlookers were standing at the side of the hole. Emergency care commences. Martha sat, looking thoughtful, sitting in the back of an ambulance.

Later, the people are being taken to other hospitals. Morgenstern is giving his version to a policeman.

"I told them I represented the human race. I told them, you can't do that. I said, "You can't do that, we have rights."" Morgenstern said.

"Martha!" Tish yelled. She ran to Martha. They hugged. "Oh, God! I thought you were dead! What happened? It was so weird, because the police wouldn't say, they didn't have a clue. And I tried phoning, but I couldn't get through. Mum's on her way, but she couldn't get through, they've closed off all the roads."

Martha turned and saw the Doctor sneaking away, carrying Elena, who was still unconscious in his arms. The Doctor looked at her and smiled. A truck went by and when it passed, the Doctor and the police box were gone. She looked back at Tish. "There's thousands of people trying to get in, the whole city's ground to a halt, and Dad phoned, cause it's on the news and everything, he was crying. It's been a mess, and what happened? I mean, what really happened? Where were you?" She looked back at the place where the TARDIS was, hearing the last traces of the TARDIS engines.

≈ΘҖ≈

That night, in her bedroom, Martha was applying her mascara for the party, listening to the radio.

"Eyewitness reports from the Royal Hope Hospital continue to pour in, and it all seems to be remarkably consistent. This from medical student Oliver Moregenstern." the announcer said.

"I was there. I saw it happen. And I feel uniquely privileged. I looked out at the surface of the moon. I saw the Earth, suspended in space, and it all just proves Mr. Saxon right. We're not alone in the universe. There's life out there: wild and extraordinary life." Moregenstern said.

≈ΘҖ≈

A young white blonde-haired woman, named Annalise stormed out of the pub wearing a fancy, flashy, and slightly short dress. "I am not prepared to be insulted!"

"She didn't mean it, sweetheart. She just said you look healthy." Clive said as he followed her out.

"No, I did not. I said orange." Francine said, following.

"Clive, that woman is disrespecting me. She's never liked me." Annalise pouted.

"Oh, I can't think why, after you stole my husband." Francine stated, glaring at Annalise.

"I was seduced. I'm entirely innocent! Tell her, Clive!" Annalise pouted even more.

"And then she has a go at Martha, practically accused her of making the whole thing up." Francine said.

"Mum, I don't mind." Martha said. "Just leave it." She and her siblings had followed as well.

"Oh. "I've been to the moon!" As if. They were drugged. It said so on the news." Annalise said, glaring at Martha.

"Since when did you watch the news? You can't handle "Quiz Mania"." Francine stated.

Tish whispered to Martha. "Annalise started it. She did. I heard her."

"Trish, don't make it worse." Leo warned.

"You're talking, Leo." Tish looked at him. "What did she buy you, soap? A seventy-five pence soap?"

"Oh, I'm never talking to your family again!" Annalise yelled as she storms off. Everyone were talking over each other.

"Oh, stay. Have a night out." Francine mocked.

"Don't you dare. I'm putting my foot down. This is me, putting my foot down." Clive said and he stomped his right foot. Annalise kept walking. He then chased after her.

"Dad!" Leo called.

"Make a fool of yourself! God knows, you've been doing it for the last twenty-five years! Why stop now?" Francine yelled. She stormed off in the opposite direction.

Tish followed. "Mum, don't! I asked the DJ and he's playing that song later..."

Martha was distressed. Her family, excluding Annalise seemed to falling apart. Sighing, she looked before her and saw the Doctor and Elena. The Doctor was leaning against a corner while Elena stood next to him. Both were looking at her.

Elena smiled, waving.

The Doctor also smiled, giving Martha a 'follow me' look as he turned the corner.

Martha looked at Elena in confusion. All Elena did was wink and followed after the Doctor. Having nothing else to do, she followed him around the building.

≈ΘҖ≈

Turning into the alleyway, she saw the Doctor and Elena standing and leaning against the TARDIS.

"I went to the moon today." Martha said.

Elena smiled. "That ya did, Martha Jones."

"A bit more peaceful than down here." the Doctor said.

"You never even told me who you are." Martha said.

"He told you back on the moon, Martha." Elena said. "He's known as the Doctor."

"What sort of species?" Martha said. "It's not every day I get to ask that."

"I'm a Time Lord." he said.

"Right! Not pompous at all, then." Martha laughed before looking at Elena. "What about you Elena? You a Time Lord?"

"Nah." Elena shook her head. "Human."

The Doctor gave her a skeptical look before looking back at Martha. "I just thought since you helped save my life and I've got a brand new sonic screwdriver which needs road testing," He pulled out said new screwdriver. "You might fancy a trip."

"What?" Martha asked. "Into space?"

Elena nodded, grinning. "Yeah."

"Well." the Doctor said.

"I can't. I've got exams. I've got things to do." Martha said. "I have to go into town first thing and pay the rent, I've got my family going mad..."

"If it helps, Martha." Elena said. "We can travel in time, as well."

"Get out of here." Martha laughed.

"No. Really." Elena said.

"Come on now, that's going too far." Martha kept laughing, not believing a word they were saying.

"I'll prove it." the Doctor said.

Elena moved away and stood next to Martha and watched as the Doctor stepped into the TARDIS before it dematerialized. Elena just smirked, watching as Martha walked to where the TARDIS had stood and waved her hand. "I suggest backing away, Martha."

Just then, the two heard the sound of the TARDIS coming back and Martha backed away as the TARDIS materialized.

The Doctor stepped out, holding his tie in his hand. "Told you!" Elena walked back and stood next to him.

"I know, but... that was this morning! But...Did you... Oh, my God! You can travel in time!" Martha said, now believing them.

The Doctor put his tie back on before crossing his arms, grinning.

"But hold on, if you could see me this morning, why didn't you tell me not to go in to work?" Martha asked.

"Crossing into established events is strictly forbidden. Except for cheap tricks." the Doctor said.

"And that's your spaceship?" Martha asked.

"It's called the TARDIS." Elena said. "Time and Relative Dimension in Space. And the TARDIS is not an "it". The TARDIS is a "she"."

"Your spaceship's made of wood." Martha said as she touched the TARDIS and looked at the duo. "There's not much room. We'd be a bit intimate."

"Take a look." Elena said.

The Doctor pushed the door open.

≈ΘҖ≈

Martha walked inside the TARDIS with Elena and the Doctor following.

Martha looked around for a minute. She had a look of disbelief on her face as she muttered. "No, no, no." And ran back out.

≈ΘҖ≈

"But it's just a box. But it's huge. How does it do that? It's wood." Martha muttered as she knocked on the TARDIS.

≈ΘҖ≈

Elena heard the TARDIS hum her displeasure when Martha knocked on her. "Sorry, girl."

"It's like a box with that room just rammed in. It's bigger on the inside." Martha said from outside. She then walked in, passing the Doctor and Elena. "It's bigger on the inside."

The Doctor had mouthed the last part with her. "Is it? I hadn't noticed."

Elena snickered.

The Doctor shut the door behind her and ran to the console, throwing his coat aside. "All right, then, let's get going."

Elena followed.

"But is there a crew? Like a navigator and stuff? Where is everyone?" Martha asked, following them.

"Just me." the Doctor said. "And Lena."

"Just you two?" Martha asked.

"Well, sometimes I have guests. I mean some friends, traveling alongside." the Doctor said. "I had...there was recently a friend of mine." He moved around the console. "Rose, her name was, Rose. And... we were together. Well, I see her a sister. Anyway."

"Where is she now?" Martha asked, following him.

"Martha... don't." Elena warned.

The Doctor pulled the screen so he could look at it. "With her family. Happy. She's fine." He looked at Martha, pointing a finger at her. "Not that you're replacing her."

"Never said I was." Martha said.

"Just one trip to say 'thanks'." the Doctor said. "You get one trip, then back home. I'd rather it just be me and Lena."

"Why just you and Lena?" Martha asked. She didn't get an answer and decided to go in a different direction. "Anyway, you're the one that kissed me."

This snapped the Doctor out. "That was a genetic transfer." He moved around the console. "And anyway, I kissed you on the _forehead_. It wasn't like I kissed you on the _lips_."

"And if you were wearing a tight suit..." Martha flirted, following.

"Now... don't!" the Doctor said, backing up.

"For the record? I'm not remotely interested." Martha said. She had only been teasing him. "I only go for humans."

"Good. Well, then." The Doctor moved to the part of the console he need to be at. "Close down the gravitic anomalizer. Fire up the helmic regulator. And finally - the hand brake." he looked at the two women. "Ready?"

Elena had already grabbed a railing and smirked. "Oh, ya."

"No." Martha said.

"Off we go." the Doctor said. He pulled the hand brake and the TARDIS jolted and shook. This caused him to fall.

"Ouch." Elena hissed.

"Blimey, it's a bit bumpy." Martha stated, holding onto the console.

"Welcome aboard, Miss Jones." the Doctor said once he was standing. He then shook her hand.

"It's my pleasure, Mr. Smith." Martha laughed, shaking the Doctor's hand and then Elena's. "Miss Mathews."

Elena laughed.

All three went flying through the Vortex towards their newest adventure.


	11. The Shakespeare Code Prt 1

**AN:** cover's up!

* * *

In 1599 Elizabethan London, the skyline moonlight reflected on the Thames and at All Hallows Street, a young man named Wiggins, was playing a lute, serenading a brunette woman who's leaning out of her upstairs window, who held a small candle holder with a lit candle for light. It's very Romeo and Juliet cliché.

"_Her face was like a winter's moon that lights the traveler's way. Her smile was like a summer bloom that bursts then fades away. My love is night, my love is day. My love she is my world._" He sang.

The girl, Lilith, giggled. "Such sweet music shows your blood to be afire. Why wait we on stale custom for consummation?" She left the window.

Wiggins looked very excited. "Oh, yes. Tonight's the night." He headed for the door of the house and opened the door, entering the dwelling.

≈ΘҖ≈

Lilith moved a thin brown rug aside that acted as a border to the room she was in. She smiled devilishly. "Would you enter, bold sir?"

"Oh, I would." Wiggins said without thinking.

Lilith smiled, stepping aside. Wiggins entered and saw the room was dark with many fires burning, sharp instruments hanging from the walls and dried plants. There were assortment of herbs and things hanging from proper places. "Lilith, this cannot be the home of one so beautiful." Wiggins turned to Lilith, fear building within. "Forgive me, this is foul."

Lilith put a finger to his lips, hushing him. "Shh. Sad words suit not upon a lover's tongue." She then pulled him for a kiss. After a few seconds, she pulled away, her face transformed to one with a hooked nose, deep lines, and pointed teeth. When she spoke, her voice had a higher pitch. "Oh, your kiss transformed me." Wiggins backed away. "A suitor should meet his beloved's parents. Mother Doomfinger?"

An old woman with features like Lilith rose from behind Wiggins. He turned to face her, gasping.

"And Mother Bloodtide." Lilith said, looking towards the ceiling.

Looking in that direction, Wiggins, saw another old woman with similar features of Doomfinger and Lilith, cackling before she jumped to the floor and all three women advanced on poor Wiggins, who screamed as all three pounced upon him. There are some nasty squishy sounds.

Lilith's head rose as Doomfinger and Bloodtide continued slaughtering Wiggins, who was still screaming. "Soon at the hour of woven words we shall rise again and this fleeting Earth will perish!" She then cackled.

≈ΘҖ≈

In the console room, the Doctor turned a wheeled control while Martha held onto the console to keep from falling as the TARDIS bucked.

"But how do you travel in time?" Martha asked. "What makes it go?"

"Oh, let's take the fun and mystery out of everything." the Doctor said. "Martha, you don't want to know. It just does."

Elena was on her way to console, having some difficulty keeping herself from falling. After showering and drying off, she decided to go with a theater theme outfit. She wore a black no-sleeve shirt with the Dream Theater logo and under the logo it said, "Black Clouds & Silver Linings". There was an image of a little boy in front of an opened door, an elephant, and four planets. She wore her pink hoodie and black jean jacket. Instead of wearing jean _pants_, she wore jean _shorts_. She also wore black coach woman's shoes, and a Herringbone Mod Cap. She made her hair slight more wavy.

Making it to the console, Elena grabbed the railing, shouting out. "What the hell's going on?!"

Ignoring her for the moment, the Doctor was practically on top of the console. "Never mind that! Hold on tight!" Just as he said that, TARDIS came to a halt. While Martha was knocked to the floor, the Doctor fell off the console. Since Elena held onto the railing, she was the only one still standing.

Martha stood. "Blimey! Do you have to pass a test to fly this thing?"

The Doctor stood as well. "Yes, and I failed it."

Elena arched an eyebrow. "Then how did you commandeer the TARDIS?"

Ignoring her question, the Doctor ran and grabbed his coat. Both Elena and Martha ran after him. "Now, make the most of it." He handed Martha her coat. "I promised you _one trip_ and one trip _only_. Outside this door..." He stopped at the door and faced the two. "Brand new world."

"Where are we?" Martha asked.

"Take a look." the Doctor opened the door. "After you."

Martha walked out.

≈ΘҖ≈

And into a street with people milling about. She saw it was nighttime with wet and dry rags hanging on lines below the overhanging eaves and scruffy urchins running around. Elena and the Doctor walked out behind her. The Doctor closed and locked the TARDIS. She was totally shocked. The Doctor and Elena had been right. The TARDIS had actually gone back in time! The Doctor stood and her left and Elena stood on her right. "Oh, you are kidding me. You are _so_ kidding me. Oh, my God! We did it. We traveled in time. Where are we?" she looked at the Doctor, who was about to speak and stopped him. "No, sorry. I gotta get used to this whole new language. When are we?"

Elena chuckled before hearing a noise before above and looking up. "Heads up!"

Hearing this, the Doctor also looked up. Both he and Elena quickly pulled Martha back just as a man from the first floor window dumps the contents of a bucket. "Mind the loo!"

"Somewhere before the invention of the toilet." the Doctor released Martha. "Sorry about that." He then looked at Elena and smiled. "Thanks for the warning, Lena."

Elena nodded. "We're in London. And if I'm right... the year's 1599."

The Doctor at her a bit perplexed. "Now how do you know that?"

Elena looked ahead and hinted to them they should do the same. The two looked in the same direction and saw the Globe Theater.

"Oh." the Doctor said.

"Elementary, my dear Doctor." Elena smirked as she walked towards the Globe Theater, being careful at not stepping on any of the townspeople's waste.

The Doctor just stared at her, his mouth open. Martha smirked. Shaking his head, both he and Martha quickly caught up with Elena.

"I've seen worse." Martha said. "I've worked the late night shift at A&E. But are we safe? I mean, can we move around and stuff?"

"Of course we can." the Doctor said. "Why do you ask?"

"It's like in the films." Martha said. "You step on a butterfly; you change the future of the human race."

Elena arched a brow. "That's just films, Martha. This is reality. Just because you've seen it on film... doesn't mean it applies to our world. They probably made that up."

"Lena's right, Martha." the Doctor. "Tell ya what. If it makes you feel better. Don't step on any butterflies. What have butterflies ever done to you?" he and Elena began walking.

"What if..." Martha said following. "I dunno, what if I kill my grandfather?"

Elena looked over her right shoulder, arching an eyebrow. "You planning too?"

"No!" Martha shouted.

"Well, then." Elena said.

"This is London." Martha said.

"That is what I said." Elena said.

"Yes." the Doctor said. "Lena's right. It _is_ 1599."

"Told ya." Elena smirked.

The Doctor playfully nudged her. "Oh, hush you."

"Oh, but hold on. Am I all right? I'm not gonna get carted off as a slave, am I?" Martha asked worriedly.

"Why would they do that?" Elena asked.

"Not exactly white, in case you haven't noticed." Martha exclaimed.

Elena looked at Martha like she was crazy. "Just walk about like you own the place. I read during Elizabeth's reign, the black people of _London_ were mostly free. Some indeed, both men and women, married native English people. There's even a black community. So you have _nothing_ to worry about."

"I'm not even human." the Doctor said. "Works for me. Like Lena said, Elizabethan England..." he nodded to two black women that had just walked in front of them. "... not so different from your time."

"And look over there." Elena pointed. "They've got recycling."

They watched as a man shoveled horse manure into a bucket.

"Water cooler moment." the Doctor added.

Two men conversing at a water barrel. All three walked past a man preaching about the end of the world.

"... and the world will be consumed by flame!" the Preacher called.

"Global warming. Oh, yes, and... entertainment! Popular entertainment for the masses. If I'm right, we're just down the river by Southwark. Right next to..." the Doctor took each of the girls hands in his and they ran along from the south end of old London Bridge. Past St. Mary Ovarie. Southwark Cathedral. "Oh, yes, the Globe Theater! Brand new. Just opened. Through, strictly speaking, it's not a globe; it's a tetradecagon...14 sides..." he looked at the two. "...containing the man himself.

"Whoa, you don't mean..." Martha said, completely stunned. "... is Shakespeare in there?"

"Oh, yes." the Doctor grinned before holding out his arms. "Miss Smith. Miss Mathews." he looked at both. "Will you both accompany me to the theater?"

Both linked their arms with his.

"You betcha." Elena said. "I wouldn't want miss this."

"I think I will, Mr. Smith." Martha grinned.

"When you get home, you can tell everyone you've seen Shakespeare." the Doctor said to her.

"Then I could get sectioned!" Martha exclaimed happily.

All Elena did was roll her eyes, but hid a small smile.

≈ΘҖ≈

The house was packed and everyone was applauding and cheering. The actors, some were young men dressed as women and other were men dressed as men, were onstage were taking their bows. The trio stood together with the Doctor standing between Martha and Elena. Elena was on his right and Martha on his left.

"That's amazing! Just amazing." Martha applauded. "It's worth putting up with the smell. And those are men dressed as women, yeah."

"Yep, Martha." Elena nodded. "Those are men dressed as men."

"London never changes." the Doctor said.

"Where's Shakespeare? I wanna see Shakespeare." Martha said before she began chanting with her fist in air. "Author! Author!"

Both Elena and the Doctor looked Martha for a second before looking each other.

"Do people shout that? Do they shout "Author"?" Martha asked.

Just then a man behind Martha left began picking up the chant and it soon spread throughout the entire theater.

"Well... they do now." the Doctor and Elena said in unison, looking around.

Just then, the man himself, Shakespeare came out and took an exaggerated bow and blew kisses. The audience went wild and the cheers became even louder. Elena didn't look impressed. _Pompous and conceited._ She thought.

"He's a bit different from his portraits." Martha commented.

"That he is, Martha." Elena said. "That he is."

From a box, Lilith was sitting alone, dressed in court finery. She then removed a small doll from a pouch.

"Genius. He's a genius..._the_ genius." the Doctor said to the girls. "The most human Human that's ever been. Now we're gonna hear him speak. Always, he chooses the best words. New, beautiful, brilliant words."

"Shut your big fat mouths!" Shakespeare yelled, laughing.

The entire audience laughed, except the trio.

Elena arched her eyebrow and said in a sarcastic tone. "I'm impressed."

"Oh, well." the Doctor said disappointingly.

"You should never meet your heroes." Martha commented which caused Elena to snicker.

"You have excellent taste! I'll give you that." Shakespeare said. He then pointed to man in audience. "Oh, that's a wig!"

≈ΘҖ≈

From the balcony, Lilith, twirled her hand about the tuft of hair on the doll. "Wind the craft of ancient harm. The time approaches for our charm."

≈ΘҖ≈

Elena suddenly felt an uneasy feeling. Like something was wrong and began looking around.

"I know what you're all saying. _Loves Labor's Lost_, that's a funny ending, isn't it? It just stops! Will the boys get the girls? Well, don't get your hose in a tangle, you'll find out soon. Yeah, yeah. All in good time. You don't rush a genius." Shakespeare said. He then bowed.

≈ΘҖ≈

Lilith kissed the doll.

≈ΘҖ≈

Shakespeare suddenly jerked upright.

Elena looked at him, cocking her head to the side. _Something is definitely _not_ right here._

"When?" Shakespeare said before announcing. "Tomorrow night."

Audience began cheering. Lilith was very pleased. But the cast was stunned by the announcement.

"The premiere of my brand new play. A sequel, no less, and I call it _Loves Labor's Won_!" Shakespeare said.

Audience applaud louder while the Doctor remained quiet. Elena got the feeling that she needed to look up in one of the balconies. Going with her instinct, she looked up and her eyes met blue.

She just stared at the woman for a minute before the Doctor's voice caught her attention. "Come on, Lena."

Looking away, Elena nodded to him and looked back, but the woman was gone. She scrunched her face a bit in confusion. _Where did she go?_

Shaking her head, she got up and left with the Doctor and Martha. As she passed the Doctor, he gave her a worried look. She shook her head.

≈ΘҖ≈

The Doctor, Elena, and Martha left the theater with the rest of the crowd.

"I'm not an expert, but I've never heard of _Loves Labor's Won_." Martha said.

"Exactly...the _lost_ play. It doesn't exist...only in rumors." the Doctor said. "It's mentioned in lists of his plays but never ever turns up. No one knows why."

"I remember reading about that." Elena said. "They said Shakespeare had written the play, but there weren't any copies that were known to have survived. Like you said, Doctor. No one knows what happened."

The Doctor nodded.

"Have you got a mini-disk or something?" Martha asked, looking at the Doctor, her eyes sparkling. "We could tape it. We can flog it. Sell it when we get home and make a mint."

Elena made a disgusting face. "Are you kidding me, Martha?!"

"No." the Doctor said, looking at Martha.

"That would be bad?" Martha asked, now calmer.

"Yeah!" Elena said.

"Well, how come it disappeared in the first place?" Martha asked.

"Well, I was just gonna give you a quick little trip in the TARDIS but I suppose we could stay a bit longer." the Doctor said.

Elena grinned. "I'm game. I'd like to know what happened to the missing play."

The Doctor grinned as well.

≈ΘҖ≈

At the Elephant, a courtyard tavern like the George over on Borough High Street, a serving girl brought in a tray to Shakespeare and his two companions.

"Here ya go, Will." Dolly smiled. "Drink up. There's enough beer in this lodgings house to sink the Spanish." She doled out tankards to three men at the table.

"Dolly Bailey, you've saved my life." Shakespeare smiled.

"I'll do more than that later tonight." Dolly flirted. She then looked at another maid. "And you, girl, hurry up with your tasks. The talk of gentlemen is best not overheard."

"Yes, ma'am. Sorry, ma'am." Lilith said in a in a plain dark dress and a white cap.

"You must be mad, Will. _Loves Labor's Won_? We're not ready. It's supposed to be next week. What made you say that?" Dick Burbage said.

"You haven't even finished it yet." Kempe said.

"I've just got the final scene to go. You'll get it by morning." Shakespeare said and then began drinking his beer.

Suddenly the Doctor popped in doorway.

"Hello!" the Doctor smiled. He knocked on the opened door. "Excuse me! I'm not interrupting, am I? Mr. Shakespeare, isn't it?"

"Oh no, no, no, no. Who let you in? No autographs. No, you can't have yourself sketched with me. And please don't ask where I get my ideas from. Thanks for the interest. Now be a good boy and shove—" Shakespeare stopped when he saw Elena standing next to the Doctor. "Hey, nonny nonny. Sit right down here next to me." Elena looked at him. He then said to Dick and Kempe. "You two get sewing on them costumes. Off you go."

"Come on, lads. I think our William's found his new muse." Dolly said as the two men left.

It was now just Shakespeare, Martha, Elena, and the Doctor in the room.

"Sweet lady." Shakespeare said, still looking at Elena.

Elena rolled her eyes. "Just great." she muttered. "Another one." She sat in one of the chairs, keeping close to the Doctor.

"Such unusual clothes." Shakespeare looked up and down Elena's form. "So... fitted."

"They're quite comfortable if you ask me." Elena said. "And I've met men like you. So...not interested."

Seeing Shakespeare giving Elena attention, the Doctor felt his blood boil and his eyes darkened and felt The Oncoming Storm approach. The way Shakespeare was looking at Elena... he was looking at her like she was a piece of meat or she was something ready to be conquered.

Elena looked at the Doctor and saw his expression and didn't like it one bit. She took his hand in hers.

Her touch seemed to break him out of his trance. They looked at one another. His dark eyes lightened to their usual color and his anger withdrew. He gave her a grateful smile and was rewarded with a small one.

"Um, verily, forsooth, egads." Martha smiled, trying to use what she thought was the lingo.

This brought the duo to the current situation. Shakespeare had seen what had transpired and grinned secretly.

"No, no don't do that." The Doctor told her while Elena arched an eyebrow at Martha.

Martha just shrugged.

"I'm Sir Doctor of TARDIS," he told Shakespeare, holding up the physic paper. "and these are my companions, Miss Martha Jones and Miss Elena Mathews." He wouldn't dare tell Shakespeare his nickname for Elena.

"Interesting, that bit of paper." Shakespeare said casually. "It's blank."

"Oh that's…very clever." The Doctor grinned. "That proves it. Absolute genius."

Martha was confused, staring at the paper. "No, it says so right there." She pointed at the paper. "Sir Doctor, Elena Mathews, and Martha Jones. It says so."

"And I say the paper is blank." Shakespeare said.

"Psychic paper." The Doctor finally told Martha. "Um, long story." He grimaced. "Oh, I hate starting from scratch."

"Psychic." Shakespeare said, watching the Doctor put it away. "Never heard that before and words are my trade." He leaned back in the chair. "Who are you exactly? More's the point, who's your golden-haired goddess?"

"Golden-haired goddess?" Elena asked.

He looked at her. "Your hair. It reminds me of the sun at sunrise and sunset."

She looked at the playwright strangely. "Don't flatter yourself, Shakespeare."

He stared at her. "Also, somehow, you glow a slightly golden color."

Elena looked confused. "What do you mean?"

The Doctor looked at Shakespeare, confused as well, but before he could ask, Shakespeare interrupted him.

"But you still haven't answered the question." Shakespeare said. "We will leave the one about the goddess, but tell me, who is your delicious blackamoor lady?"

"What did you say?" Martha asked shocked.

"Oops." He said with a grin. "Isn't that a word we use nowadays? An Ethiop girl? A swarth? A Queen of Afric..."

"Watch it, Shakespeare!" Elena hissed. "You may be a famous writer, but I won't hesitate to give you a fat lip."

"I can't believe I'm hearing this." Martha said with a hint of a blush.

"It's political correctness gone mad." Elena muttered, not liking Shakespeare had said.

"Um, Martha's from a far-off land." The Doctor said. "Freedonia."

_Freedonia!?_ Elena thought, looking at the Doctor.

"Excuse me!"

They turned to see a fat man in expensive clothes and wearing a gold chain of office enter the room. Elena could only guess that he was the official censor, from the Lord Chamberlain's office. And plus, he looked quite irate.

"Hold hard a moment." Lynley said. "This is abominable behavior. A new play with no warning? I demand to see a script, Mr. Shakespeare. As Master of the Revels, every new script must be registered at my office and examined by me before it can be performed."

Shakespeare held up his hands. "Tomorrow morning, first thing," he told him, "I'll send it 'round."

"I don't work to your schedule, you work to mine." Lynley told Shakespeare. Elena saw Lynley become even more irate. "The script, now!"

"I can't." Shakespeare protested.

"Then tomorrow's performance is canceled." He told him.

Lilith slipped "unnoticed" from the room. But Elena saw her. _Now where is she going?_

"It's all going on round here, isn't it?" Elena whispered.

"I'm returning to my office for a banning order." Lynley said as he stalked to the door. "If it's the last thing I do, _Love's Labors Won_ will never be played."

Once Lynley was gone, Elena looked at the Doctor and he her. "Nice guy. Great personality." she smirked.

The Doctor grinned at her and Martha chuckled.

≈ΘҖ≈

As Lynley walked down the stairs and into the courtyard, he bumped into Lilith.

"Oh, sorry, sir. Beg pardon, sir." Lilith said. "Mind you don't hurt that handsome head of yours." She then began stroking his hair.

"Hold hard, wanton woman!" Lynley said before saying in a softer tone. "I shall return later."

As he walked away, Lilith held up a lock of his hair. When she saw he was gone, she ran up to a quiet corner and took out her doll. "Oh, my mothers, there's one seeks to stop the performance tomorrow."

≈ΘҖ≈

"But it must be tomorrow!" Doomfinger exclaimed.

"_Love's Labors Won_ must be performed!" Bloodtide agreed.

≈ΘҖ≈

In a corner, Lilith wrapped Lynley's hair about the doll. "Fear not. Chant with me. Water damps the fiercest flame..."

≈ΘҖ≈

"Drowns down girls and boys the same." Doomfiner/Bloodtide chant together.

≈ΘҖ≈

Lilith then dunked the doll into a pail of water. Walking along, Lynley suddenly clutched his throat and began swaying.

≈ΘҖ≈

"Well, then... mystery solved. That's 'Love's Labours Won' over and done with. Thought it might be something more, you know... more mysterious." Martha said.

Suddenly screaming came from outside.

The Doctor and Elena were up and running before Martha and Shakespeare could even register what was happening, but they were quick to follow.

≈ΘҖ≈

As they rushed out of the room, something caught Elena's attention. The others didn't notice Elena wasn't with them. Elena spotted a young maid crouching down behind a barrel and being careful, she crept up carefully to get a closer look.

≈ΘҖ≈

The Doctor, Shakespeare, and Martha rushed out into the courtyard to find Lynley from earlier staggering back in, spewing copious amounts of water.

"It's that Lynley bloke." Martha said.

"What's wrong with him?" The Doctor asked. "Leave it to men—I'm a doctor." He rushed to Lynley's side.

"So am I–" Martha said, following closely. "Near enough."

≈ΘҖ≈

Lilith took the doll from the water.

≈ΘҖ≈

"Now to halt the vital part. Stab the flesh-" Doomfiner/Bloodtide said together.

≈ΘҖ≈

"And stop the heart." Lilith chanted and then stabbed the doll with a large pin. "Eternal sleep is thine." And ripped the doll's head off.

A sudden gasp caught Lilith's attention. Looking behind her, she saw the same blonde woman she had seen at the Globe.

Elena backed away. Lilith stood, advancing on her.

≈ΘҖ≈

Lynley fell to the ground. The Doctor stood and took off down the street, looking down the street, hoping to get some idea of what was happening, while Martha checked the man's vitals.

≈ΘҖ≈

Not wanting to see what she would do to her, Elena quickly ran down the steps and to Martha's side.

Martha looked at Elena worriedly. "You alright?"

"Yeah." Elena said as she looked up at Lilith, who was peering down.

"Gotta get the heart going." Martha muttered. "Mr. Lynley, c'mon, can you hear me? You're gonna be all right." She was prepared to start mouth-to-mouth just as the Doctor returned. Suddenly water gushed out from Lynley's mouth. Both Elena and Martha jumped back.

"What the hell is that?" Elena asked.

"I've never seen a death like that." The Doctor said quietly. "His lungs are full of water—he drowned and then... I dunno, like a blow to the heart, an invisible blow." He turned to Dolly." Good mistress, this poor fellow has died from a sudden imbalance of the humors. A natural if unfortunate demise. Call a constable and have him taken away."

"Yes, sir." She said, turning quickly to do as he said, when Lilith came up.

"I'll do it, ma'am." Lilith said. Dolly nodded and went back into the inn while Lilith walked away with a satisfied smirk.

The Doctor crouched back down beside the body.

"And why are we telling them that?" Martha asked.

"This lot still have got one foot in the Dark Ages." The Doctor told her.

"If the Doctor tells them the truth, they'll panic and think it was witchcraft." Elena said, temporally forgetting Lilith for the moment.

"Okay, what was it then?" Martha asked them.

The Doctor and Elena exchanged looks. Finally the Doctor finally turned and answered Martha. "Witchcraft."

≈ΘҖ≈

Lilith, Bloodtide and Doomfinger were back in the house gathered over a cauldron.

"A girl took notice when we were chanting." Lilith said.

"Did she see all?" Doomfinger asked.

"I do not know." Lilith said.

"It does not matter," Bloodtide said.

"Of course, my mothers." Lilith said. She then smiled. "Even if she saw, no one will believe her."

"The potion is prepared. Now take it." Doomfiger said. "Magic words for the playwright's fevered mind."

"Shakespeare will release us. The mind of a genius will unlock the tide of blood." Bloodtide said.

"Upon this night, the work is done. A muse to pen _Love Labor's Won_!" Lilith said.

≈ΘҖ≈

After the hustle had died down, Dolly came to find the trio in Shakespeare's room.

"I got you a room, Sir Doctor. You, Miss Elena, and Miss Jones are just across the landing." She told them and left.

"Poor Lynley." Shakespeare said sadly. "So many strange events. Not least of all, this land of Freedonia where a woman can be a doctor?" he said slyly to Martha.

"Where a woman can do what she likes." Elena said sharply.

"And you, Sir Doctor. How can a man so young have eyes so old?" He asked, turning to face the Doctor.

The Doctor gave him a carefree smile. "I do a lot of reading."

Shakespeare smiled in response. "A trite reply. Yeah. That's what I'd do." He turned to Elena. "You, who has seen death and felt pain. Still feels pain. Pain of loss." Shakespeare turned to Martha. "And you, you look at them like you're surprised they exists. They're as much of a puzzle to you as they are to me."

Martha just looked at the Doctor and Elena nervously. Elena looked at Martha. _Why would Martha think I was a puzzle to her?_

"I think we should say goodnight." Martha said.

Elena nodded and with that, both she and Martha made their way up.

"I must work. I have a play to complete." Shakespeare said. "But I'll get my answers tomorrow, Doctor, and I'll discover more about you and why this constant performance of yours."

The Doctor walked to the door and turned to Shakespeare. "All the world's a stage."

"Hmm," Shakespeare said, thoughtfully. "I might use that." He smiled, "Good night Doctor."

The Doctor smiled. "Nighty-night, Shakespeare."

Once the Doctor was gone, Shakespeare made his way to his desk and got down to work.

≈ΘҖ≈

The Doctor entered the bedroom, watching Martha inspecting the small room they were given. Elena was sitting on the bed, bouncing up and down, checking the firmness.

"It's not exactly five-star, is it?" Martha asked them, looking at them.

Elena chuckled and shook her head. "Nah. Not really. But it could be worse."

The Doctor nodded in agreement. "It'll do. I've seen worse."

"I haven't even got a toothbrush." Martha said.

"Ooh. Um..." The Doctor said, patting his pockets. He reached in, pulled one out, and handed it to her. "Contains Venusian spearmint."

"Got one with cool mint in there?" Elena asked. He reached back into his pocket, took one out and tossed it to her. He smiled when she caught it out of the air. She smiled. "Thanks." he nodded.

"So, who's going where?" Martha asked. "I mean, there's only one bed."

The Doctor shrugged. "We'll manage." He told her. "C'mon." he looked at Elena and playfully said. "Move." Elena rolled her eyes and moved over to the other side. The Doctor flopped down on the bed.

"So, magic and stuff." Martha said, still standing off to the side. "That's a surprise. It's a little bit Harry Potter." She gave a little laugh.

The Doctor looked at her. "Wait till you read book seven." He told her. "Oh, I cried."

Elena looked at him and arched a brow. "You read book seven too?" He looked at her and nodded. Elena shook her head.

"But is it real, though?" Martha interrupted. "I mean, witches, black magic and all that, it's real?"

"'Course it isn't!" The Doctor told her, scoffing.

"Well, how am I supposed to know?" Martha asked, defensively. "I've only just started believing in time travel. Give me a break."

"Looks like witchcraft, but it isn't." he said, going into his own mind before suddenly switching tracks and asking. "Can't be. Are you gonna stand there all night?"

"I can't." Martha said. "There doesn't seem to be any room." Martha smirked. "I'll ask Shakespeare and see if there's an extra room."

Elena went to protest, but Martha had already left. Elena puffed.

"There's such a thing as psychic energy," he told Elena, seeming to forget that Martha had left and continued on with the previous one. "but a human couldn't channel it like that. Not without a generator the size of Taunton and I think we'd have spotted that."

He then turned so he was laying on his side with his back to the window. "No. There's something I'm missing, Lena." He sighed. Elena laid on her side, facing him. The Doctor then noticed Martha was missing. "Where's Martha?"

"Went to see if there was an extra room." Elena said.

"Oh." the Doctor said. "Anyway, Something really close, staring me right in the face and I can't see it." He rolled onto his back and sighed again.

Elena then remembered the maid. "Wait a minute!"

The Doctor looked at her. "What?"

"When Lynley was "drowning", I had gotten a weird vibe if you want to call it. Like something wasn't right. It was same back at the Globe. At the Globe, I looked around and my gut told me to look up and I saw a woman holding a doll. Her eyes were trained on Shakespeare. I got the same feeling here. I saw a young maid crouching by a barrel just outside Shakespeare's room. I crept up and saw her dunking a doll in a barrel and then rip the head off." Elena paused for second. "It's like whoever is behind this is using "witchcraft" as a cover."

The Doctor grinned. "Very good. If you saw this maid or... woman again, could you recognize her?"

"Yeah." Elena said. "I have a really good photographic memory."

"Great!" the Doctor grinned.

At that moment, Martha came in and the Doctor and Elena looked at her. "I talked to Dolly and she said there's an extra room I can sleep in." she grinned. "I'll see you two in the morning."

"Night, Martha." the Doctor said.

"Night." Elena said before turning to her right and blowing out the candle. The room was now in total darkness, with the exception of the moonlight coming from the window.

"Night, Lena." the Doctor said.

"Night."

≈ΘҖ≈

During the time Elena had turned in her sleep, facing the Doctor and subconsciously laid her head on his chest. The Doctor had been taken back, but didn't move. He did not want to wake her. He wanted her to sleep peacefully, uninterrupted. But it seemed it was not to happen.

A scream split the night, causing Elena's eyes to shoot open like a bullet. Not even noticing she had changed positions, she and the Doctor were up and through the door like a bullet with Martha behind them.


	12. The Shakespeare Code Prt 2

As they entered Shakespeare's room, all three found Dolly on the ground. The Doctor went to her, examining her. Something caught Elena's eye and she went to the window with Martha right behind her.

"Wha...?" Shakespeare asked, confused. "Wha' was that?"

Looking out into the night sky, the two women saw the silhouette of a woman on a broom flying away, cackling.

"Her heart gave out." the Doctor said. "She died of fright."

"Doctor?" Martha called. Both Elena and her eyes never left the window.

The Doctor came and joined them at the window. "What did you two see?"

Martha and Elena stared at each other, at a loss for words.

Elena then looked at him. "You're never going to believe this, Doctor."

He arched an eyebrow. "Why? What did you see?"

Martha and Elena looked at one another again.

Finally Martha answered. "A witch."

≈ΘҖ≈

It was now dawn and the four heard a cockerel crow and dogs barking. The Doctor, Elena, and Martha were sitting at Shakespeare's desk.

"Oh, sweet Dolly Bailey. She sat out three bouts of the plague in this place." Shakespeare said. "We all ran like rats. But what could have scared her so? She had such enormous spirit."

""Rage, rage against the dying of the light."" the Doctor quoted Dylan Thomas' poem, _Do not go gentle into that good night_.

"I might use that." Shakespeare said with a thoughtful look.

"You can't." Elena said. "It's someone else's."

Shakespeare just shrugged like it was no big deal.

"But the thing is. Lynley drowned on dry land." Martha said. "Dolly died of fright and they were both connected to you."

"You're accusing me?" Shakespeare said, anger in his voice.

Martha looked shocked. "No, but Elena and I saw a witch. Big as you like. Flying, cackling away, and you've written about witches."

"I have?" He asked, confused. "When was that?"

"You're a couple of years too early, Martha." Elena whispered. "He hasn't done _Macbeth_ yet. It was said to be written between 1603 and 1607. It is most commonly dated 1606."

"Oh." Martha said.

"Peter Streete spoke of witches." Shakespeare said suddenly.

"Who's Peter Streete?" Martha asked him.

"The Globe Theater's builder." Elena answered. Everyone looked at her. "What! I read up on my history!"

"She right." Shakespeare said, still staring at her. "He sketched the plans to the Globe."

"The architect." The Doctor mumbled. "Hold on. The architect! The architect!" He suddenly stood, banging his fists on the table. "The Globe! Come on!" He took off at a run with Martha, Elena, and Shakespeare following after him.

≈ΘҖ≈

Back in the Globe Theater, Elena was looking around the building, trying to see if she could spot _anything_ that could help them as the Doctor paced. _Good thing Deducer taught me a few tricks._ She thought.

"The columns there, right?" he said, pointing. "14 sides. I've always wondered but I never asked... tell me, Will, why 14 sides?"

Shakespeare shrugged. "It was the shape Peter Streete thought best, that's all. Said it carried the sound well."

"Doctor?" Elena said. "Why does that sound familiar? 14?"

"Yes..." the Doctor nodded. "Why does that ring a bell? 14…"

Elena suddenly said. "There are 14 lines in a sonnet."

The Doctor nodded. "So there is. Good point. Words and shapes following the same design." He began pacing again. "14 lines, 14 sides, 14 facets…Oh, my head. Tetra decagon..." he then hit his head a couple of times. "... think, think, think! Words, letters, numbers, lines!"

"This is just a theater." Shakespeare said.

The Doctor smiled. "Oh, but a theater's magic, isn't it? You should know. Stand on this stage, say the right words with the right emphasis at the right time..." the Doctor and Elena walked over to the stage. Without so much as a warning, the Doctor lifted Elena's hand and spun her around, making her laugh. "Oh, you can make men weep, or cry with joy, change them. You can change people's minds just with words in this place. And if you exaggerate that..." the two stopped dancing as the Doctor trailed off. But he didn't release Elena's hand.

"It's like you're police box." Martha said, walking to the edge of the stage. "Small wooden box with all that _power_ inside."

The Doctor smiled at her.

"Very good, Martha." Elena smiled.

"Oh." The Doctor smiled. "Oh, Martha Jones, I like you. Tell you what, though." He turned to Shakespeare. "Peter Streete would know. Can I talk to him?"

Elena saw Shakespeare wince.

"You won't get an answer." He told them. "A month after finishing this place... lost his mind."

"Why?" Martha asked.

"What happened?" Elena asked.

"Started raving about witches, hearing voices, babbling." Shakespeare answered. "His mind was addled."

"Where is he now?" the Doctor asked.

"Bedlam."

The Doctor felt Elena stiffen next to him when Shakespeare gave his answer.

"What's Bedlam?" Martha asked, confused.

"Bethlehem Hospital." Elena spoke before Shakespeare could. "The madhouse. When people who aren't insane... become so."

The Doctor then headed out, still holding Elena's hand. Martha was quickly to follow.

"Wait!" Shakespeare called after them. "I'm coming with you! I want to witness this first hand." He ran after the trio just as two actors arrived. "Ralph, the last scene as promised." He handed them them the script. "Copy it, hand it round. Learn it. Speak it. Back before curtain up. Remember, kid, project. Eyes and teeth. You never know... the Queen might turn up." He scoffed as he walked out. "As if. She never does."

≈ΘҖ≈

In the street, Martha and Shakespeare followed Elena and the Doctor.

"So, tell me of Freedonia, where women can be doctors, writers, actors." Shakespeare asked.

"This country's ruled by a woman." Martha said.

Elena looked over her shoulder and arched a brow. Martha ignored her.

"Ah, she's royal. That's God's business. Though you are a royal beauty." Shakespeare flirted. "And what of Lady Elena? Is she not of royal beauty?"

Martha stopped. She knew Shakespeare had a thing for Elena, but she wanted to get the Doctor and Elena hooked up. "Whoa, nelly! I know for a fact you've got a wife in the country. And by the way, Elena is spoken for...sort of, I think."

"But Martha, this is town." Shakespeare smirked.

"Come on." the Doctor said as he and Elena walked up to them. "We can all have a good flirt later."

"Is that a promise, Doctor?" Shakespeare said.

"Oh, 57 academics just punched the air. Now move!" the Doctor said as he and Elena kept walking.

≈ΘҖ≈

Inside Bethlehem Hospital, loud screams and moans were heard as the Doctor, Elena, Martha and Shakespeare were led through the halls. Elena kept very close to the Doctor, shaking at hearing the tortured screams and tried to block them out, but couldn't. The sounds were terrifying. Feeling her shaking, the Doctor wrapped an arm around her, bringing her closer to him.

"Does my lord, Doctor, wish some entertainment while he waits?" the jailer asked with a sick grin. "I'd whip these madmen. They'll put on a good show for ya. Bandog and Bedlam!" He rapped a stick on the bars of the nearby cells.

"No, I don't!" The Doctor said, holding Elena even closer.

Elena clung to the Doctor. This place was getting to her and the Doctor's presence was the only thing that was keeping her from bolting out the door. She laid her head on his chest, hearing his double heartbeats which seemed to help calm her down.

The Jailer shrugged. "Wait here, my lords, while I make him decent for the ladies." And with that, he walked off.

"So this is what you call a hospital, yeah?" Martha spat at Shakespeare, feeling utterly disgusted. "Where the patients are whipped to entertain the gentry? And you put your friend in here?"

"Oh, and it's all so different in Freedonia." He replied, defensively.

"But you're clever!" She told him. "Do you honestly think this place is any good?"

Shakespeare sighed. "I've been mad. I've lost my mind. Fear of this place set me right again." He shook his head. "It serves its purpose."

"Mad in what way?" Martha asked, skeptically.

"You lost your son." Elena answered softly, looking at Shakespeare.

Shakespeare looked away. "My only boy. The Black Death took him. I wasn't even there."

"I lost both my parents." Elena said softly. Shakespeare and Martha stared at her. "They were taken from me."

"I didn't know." Martha said to both. "I'm sorry."

"It made me question everything." Shakespeare told them. "The futility of this fleeting existence. To be or not to be..." a thoughtful look came over him at what he just said. "...oh, that's quite good."

"You should write that down." The Doctor said.

"Hmm…Maybe not." Shakespeare replied. "A bit pretentious?"

"This way, m'lord!" the Jailor called. He led them down a corridor of screaming men and women to a dank, tiny, dark cell. Right to Peter Streete's cell.

≈ΘҖ≈

In the cell, all saw a hunched figure in rags with his back to them.

"They can be dangerous, m'lord." the Jailor told, unlocking the door. The four entered. "Don't know their own strength."

The Doctor glared at him. "I think it helps if you don't whip them. Now get out!"

The Jailer shrugged and shut the door after him.

The Doctor tried to get Elena to let go, but she just held tighter.

"Lena, it's okay." He told her quietly.

She shook her head.

He sighed softly and tried to remove her hands again, but her grip was firm. "I'm right here." he said.

Slowly, Elena nodded, releasing her grip. Martha silently came up and wrapped an arm around her shoulders.

"I'm here." Martha said.

Elena looked up and smiled.

"Peter?" The Doctor asked hesitantly as he approached the rocking man. "Peter Streete?"

"He's the same as he was." Shakespeare told him. "You'll get nothing out of him."

The Doctor ignored him and laid a hand on Peter's shoulder. "Peter?"

Suddenly, Peter's head shot up and the Doctor saw Peter's glassy eyes and he looked like he was trying to say something, but something was stopping him.

≈ΘҖ≈

Lilith paused, sensing something wrong. "What is this? I must see." She looked into the cauldron and saw the Doctor with Peter. "That stranger, he was at the inn with Shakespeare. I thought then he smelt of something new."

"Now he visits the madhouse." Bloodtide said. "The architect!"

≈ΘҖ≈

The Doctor laid his hands on Peter's temples. "Peter, I'm the Doctor. Go into the past, one year ago. Let your mind go back, back to when everything was fine and shining." Peter seemed to relax. "Everything that happened in this year since happened to somebody else. It was just a story. A winter's tale. Let go. Listen. That's it, just let go." He let Peter lay down on the cot and stood. "Tell me the story, Peter. Tell me about the witches."

≈ΘҖ≈

"Who is this Doctor? Why does he come now at our time of glory?" Lilith pondered. "Doomfinger, transport yourself. Doom the Doctor. Doom his hide."

≈ΘҖ≈

And Peter began to talk. "Witches spoke to Peter." He told them. "In the night, they whispered. Got Peter to build the Globe to their design. _Their_ design!" he seemed adamant that it was their design. "The 14 walls. Always 14. When the work was done," he laughed manically, "they sapped poor Peter's wits."

"Where did Peter see the witches?" The Doctor asked him softly. "Where in the city?" He crouched down next to Peter. " Peter, tell me. You've got to tell me, where were they?"

"All Hallows Street." Peter whispered.

Suddenly Doomfinger appeared next to the Doctor and he quickly backed away until he was standing with Elena and Martha. Elena quickly took the Doctor's hand in hers. He squeezed it in reassurance.

"What the hell?" Martha shouted.

"Just one touch of the heart." Doomfinger said as she leaned over Peter and laid her hand on Peter's chest and his whole body arched.

"NO!" the Doctor and Elena shouted, but it was too late. Peter was dead and the others looked on, horrified.

"Witch!" Shakespeare said, laughing a bit and pointing. He couldn't believe what he was seeing. "I'm seeing a witch."

"Who would be next, hmm?" Doomfinger cackled. "Just one touch."

≈ΘҖ≈

Lilith and Bloodtide cackled as they watched.

≈ΘҖ≈

"Oh, oh, I'll stop your frantic hearts." Doomfinger cackled. "Poor, fragile mortals."

Martha ran to the door. "Let us out! Let us out!"

All Elena could do was stare at the witch while holding the Doctor's hand.

"That's not gonna work." The Doctor told her calmly. "The whole building's shouting that."

"Who will die first, hmm?" Doomfinger asked.

"Well if you're looking for volunteers." The Doctor said, calmly, as he took a step forward.

"No! Don't!" Martha yelled.

"Doctor, can you stop her?" Shakespeare asked weakly.

"No mortal has power over me." Doomfinger spat.

"Oh, but there's a power in words." The Doctor replied. "If I can find the right one... if I can just know you..." he trailed off, thinking.

"None on Earth has knowledge of us." She told him.

"Then it's a good thing I'm here." He replied, smugly. "Now think, think, think... Humanoid female, uses shapes and words to channel energy... ah, 14! That's it! 14! The 14 stars of the Rexel planetary configuration!" he pointed a finger at her. "Creature, I name you..."

"... Carrionite!" Elena shouted abruptly, not knowing how she knew the witch's true name.

The Doctor stared at her in shock and dumfounded by this.

Doomfinger wailed and disappeared.

Elena took deep breaths, looking at where Doomfinger had once been.

"How..." Martha asked, walking to Elena. "What did you do?"

"I..." Elena said, looking at her and the Doctor. "I don't know. It was like the name just came to me."

"Lena named her." the Doctor said. "The power of a name. That's old magic."

"But there's no such thing as magic." Martha said.

"Well, it's just a different sort of science." He told her. "You lot, you chose mathematics. Given the right string of numbers, the right equation, you can split the atom. Carrionites use words instead."

"Use them for what?" Shakespeare asked.

"The end of the world." The Doctor told him.

Elena looked at the Doctor in worry. He took her hand in his, squeezed it reassuringly, and led her out with Martha and Shakespeare following behind.

≈ΘҖ≈

Doomfinger returned, wheezing and gasping for breath. "He knows us! And the girl! The girl you told us about, Lilith! She spoke our name!"

Lilith glared into the cauldron. "Then they will know death. They will perish at my hand." She looked at Doomfinger and Bloodtide. "My mothers, the time approaches. You must away to the Globe. Go! I will join you. As soon as this Doctor and the girl scream their last."

≈ΘҖ≈

Back in Shakespeare's room, the group was discussing about the Carrionates and such.

"The Carrionites disappeared way back at the dawn of the universe." The Doctor explained. Elena sat next to him. "Nobody was sure if they were real or legend."

"Well, I'm going for real." Shakespeare said.

This caused Elena to snort.

"But what do they want?" Martha asked.

"A new empire on Earth." The Doctor said. "A world of bones and blood and witchcraft."

"But how?" Elena asked.

The Doctor turned, looking at Shakespeare. "I'm looking at the man with the words."

Elena and Martha looked at the poet.

"Me?" Shakespeare said, shocked. "But I've done nothing."

"Hang on." Elena said. "What were you doing last night, when that Carrionite was in the room?"

"Finishing the play." Shakespeare told her.

"What happens on the last page?" The Doctor asked.

"The boys get the girls." Shakespeare told them. "They have a bit of a dance. It's all as funny and thought provoking as usual …." he broke off. "except those last few lines. Funny thing is... I don't actually remember writing them." He looked confused.

"That's it!" The Doctor exclaimed. "They used you. They gave you the final words. Like a spell, like a code. _Love's Labors Won_... it's a weapon! The right combination of words, spoken at the right place with the shape of the Globe as an energy converter! The play's the thing!" He got a smug look on his face. "And yes, you can have that."

≈ΘҖ≈

An opening fanfare was played and one of the actors, Dick stepped out in costume. "We left the lovers of Navarre by cruel chance separated, none to claim his heart, their labor's lost. Now will they find _Love's Labor's Won_?!"

The audience cheered and applauded. Bloodtide and Doomfinger were watching from a balcony that looked directly towards the stage.

≈ΘҖ≈

The group was in Shakespeare's room, coming up with a plan as the play went on at the Globe.

"All Hallows Street. There it is." the Doctor said. "Elena, Martha, we'll track them down." He looked at Shakespeare. "Will, you get to the Globe. Whatever you do, stop that play!"

"I'll do it." Shakespeare said and shook the Doctor's hand. "All these years I've been the cleverest man around. Next to you, I know nothing."

"Oh, don't complain." Martha said.

Elena chuckled.

"I'm not. It's marvelous." Shakespeare said. "Good luck, Doctor."

"Good luck, Shakespeare." the Doctor and the girls headed for the door. Both Martha and Elena ran out. "Once more unto the breach!"

"I like that." Shakespeare smiled. He then had a look of realization. "Wait a minute... that's one of mine."

The Doctor's head poked around the door. "Oh, just shift!"

≈ΘҖ≈

The actors were on stage, Dick cradling a dying Kempe. "The eye should have contentment where it rests. This spun-out year I watch on, groaning sick..."

In their box, the Carrionites were holding a small crystal ball that was glowing with a blue light.

"Patience, my sisters. Patience." Boodtide said.

"Mewling poor drooped men in stenched beds..." Dick said.

Shakespeare suddenly burst through the door onstage. "Stop the play! I'm sorry, ladies and gentlemen, but stop. This performance must end immediately!"

"Everyone's a critic." Dick muttered.

"The wordsmith!" Bloodtide exclaimed.

"Fear not. I have the doll." Doomfinger said calmly. She took out the same doll Lilith had used to control Shakespeare earlier.

"I'm sorry. You'll get a refund." Shakespeare said.

The audience booed.

"But this play must not be performed!" Shakespeare continued, ignoring the booing.

Doomfinger then knocks the doll with her hand and Shakespeare followed, falling unconscious to the stage.

"Is he drunk or what?" Kempe whispered.

"Get him off the stage!" Dick whispered hoarsely.

The entire audience laughs as Shakespeare was carried off by other actors.

Kempe stood. "You must forgive our irksome Will. He's been on the beer and feeling ill."

"There is naught can stop us now." Doomfinger laughed.

≈ΘҖ≈

As the trio ran down All Hallows Street, they stopped, looking around.

"All Hallows Street, but which house?" the Doctor said.

"The thing is, though... am I missing something here? The world didn't end in 1599." Martha said. "It just didn't. Look at me and Elena... we're living proof."

"Oh, how to explain the mechanics of the infinite temporal flux?

"I know! 'Back to the Future'!" Elena said. "It's like 'Back to the Future'!"

"Exactly!" the Doctor grinned.

"The film?" Martha asked.

"No, the novelization." the Doctor said sarcastically. "Yes, the film. Marty McFly goes back and changes history."

"And he starts fading away." Elena said.

Martha then realized. "Oh my God, am I gonna fade?"

"You, Lena, and the entire future of the human race." the Doctor said. "It ends right now in 1599 if we don't stop it." He continued looking around. "But which house?"

Elena looked at the house before them, getting a very bad vibe from it. "Doctor."

The door to Lilith's house slowly creaked open invitingly.

"Ah, make that _witch_ house." the Doctor joked, looking at the two.

Elena snorted before the trio walked inside.

≈ΘҖ≈

Walking in, they saw Lilith waiting.

Elena felt her body go rigid at seeing the same girl from the Inn. "Why am I not surprised."

"I take it we're expected." the Doctor said.

"Oh, I think death has been waiting for you a very long time." Lilith said.

"Right then, it's my turn." Martha said and as she was about to take a step, Elena grabbed her arm.

"Don't, Martha."

"What?"

"If what the Doctor has told us..." Elena said. "The power of a name works only once."

"Your friend is very wise." Lilith said. "Observe." she pointed to Elena. "I gaze upon thee and see thee through and I name thee Elena Mathews."

"Crap." Elena said before her eyes rolled backward and darkness took her.

Seeing this and acting quickly, the Doctor caught her as she fell backward. "Lena!" He gently lowered her to the ground, laying her on her left side

Martha crouched down beside Elena. "Elena!" She checked her pulse and looked at the Doctor. "She has a strong pulse."

"What have you done?" the Doctor demanded, looking worriedly at Elena, laying his hand on her cheek.

"Only sleeping, alas. Curious, the name I have just spoke is not her true name. She's not who she think she is. And as for you, Sir Doctor!" Lilith pointed at him, expecting a reaction. "Fascinating. There is no name. Why would a man hide his title in such despair? Oh, but look. There's still one word with the power that aches."

"The naming won't work on me." the Doctor said.

"The north wind blows and carries down a distant wind and says softly…" the witch paused to smirked. "Midori."

The Doctor grounded his teeth. "Oh, big mistake. Cause that name keeps me fighting." He spat, standing. "The Carrionites vanished! Where did you go?"

The witch glared at him. "The Eternals found the right words to banish us into the deep darkness."

"And how did you escape?" He asked.

"New words." She replied. "New and glittering, from a mind like no other."

"Shakespeare." Martha whispered.

"His son perished." Lilith continued. "The grief of a genius. Grief without measure. Madness enough to allow us entrance."

"How many of you?" The Doctor asked.

"Just the three." Lilith answered without hesitation. "But the play tonight shall restore the rest. Then the human race will be purged as pestilence. And from this world we will lead the universe back to the old ways of blood and magic."

"Hmm…Busy schedule…" the Doctor told her, quickly giving Elena a quick glance before standing right in front of the woman, not noticing Elena was starting to wake, but Martha did and helped her stand. "But first you got to get through us."

Lilith gave him a seductive smile. "Oh that should be a pleasure, considering my enemy has such a handsome shape." She ran her finger along the Doctor's face.

"Now," the Doctor said out loud. "That's one form of magic that definitely _won't_ work on me." Because there was only one woman who held his two hearts and she wasn't the one standing in front of him.

Lilith smiled again. "Oh we'll see."

Suddenly, the Doctor felt himself being pushed, as well as something being pulled from his head. He caught his balance and his hand flew to the side of his head before he looked to see Elena struggling in Lilith's clutches. "Let her go!" he demanded. Martha ran to his side.

"I do not think so." Lilith smirked as Elena continued to struggle to get out of her clutch.

"I'm warning you," the Doctor said, his voice deepening. "If you do not release her..."

"Your threats mean nothing."

"What did you do?" he asked.

Lilith just smiled. "Souvenir."

"Well, give it back!" he yelled. "And give Elena back to me _**NOW**_!"

All Lilith did was throw open her free arm. The window shutters banged open. Martha and the Doctor watched, stunned as Lilith and Elena flew out. The two levitated right outside the window.

"Okay." the Doctor said, looking at the windowsill. "That's just cheating."

"Behold." Lilith called. "Men, to Carrionites, are nothing but puppets." she held Elena in one arm while holding up what looked to be a doll in her other hand. Using both hands, she wrapped the lock of hair she stole from the Doctor around it.

"Now you might call that magic," the Doctor said. "but I call that a DNA replication module."

"What use is your science now?" Lilith asked right before she plunged a needle into the dolls heart.

The Doctor let out a cry and fell to the floor, unmoving.

"DOCTOR!" Elena yelled.

Martha crouched next to the Doctor and Lilith cackled before flying away with a struggling Elena, who yelled the Doctor and Martha's name.

Martha bent to check the Doctor's vitals. "Oh my God! Doctor! Don't worry, I've got you." She rolled him onto his back and listened for a heartbeat. "Hold on mister," she rebuked when she heard his heart. "Two hearts?"

The Doctor opened one eye. "You're making a habit of this." He tried to stand, but fell back down with a cry. Martha supported him. "I've only got one heart working. How do you people cope?" He shook his head. "I've got to get the other one started. Hit me!" She gave him a skeptical look. "Hit me on the chest!" She complied and he cried out again. "Ah! Other side!" She did what he told her to. "On the back! On the back!" She hit him again. "Left a bit!" She hit him one last time. "Ahh, lovely." He stood and looked around. "There we go! Ba-da-boom!" He gave her a look. "Where's Lena?"

"The Carrionite took her." Martha said.

The Doctor's expression darkened. "She must have taken her to the theater." he looked at Martha. "Well, what are you standing there for? Come on! The Globe!"

They took off at a run.

≈ΘҖ≈

In the Globe Theater, Lilith joined the others in the box with an unconscious Elena.

"The Doctor?" Doomfinger asked.

"Dead." Lilith proudly said.

"And the girl?" Bloodtide asked.

"A snack. For later." Lilith cackled. The others joined.

"The ladies have prepared a show. Maria means to present Isis descending from the dewy orb of Heaven." Dick said onstage.

Kempe entered the stage.

"Ah, here comes Costard." Dick continued.

Kempe bowed. "Masters!"

≈ΘҖ≈

As they were running through the streets Martha realized that something wasn't right.

"We're going the wrong way!" she shouted at him.

The Doctor replied, "No we're not!" A few seconds later, he reversed course and shouted, "We're going the wrong way!"

They ran back the way they came. Rounding a corner, they saw lights and smoke rising from the Globe.

≈ΘҖ≈

Dick and Kempe were acting onstage, beginning the final speech.

"Behold the swinish sight of woman's love. Pish! It's out of season to be heavy disposed." Dick said.

"It is now, my mothers." Lilith said. "The final words to activate the tetradecagon."

"Betwixt Dravidian shores and Linear 5-9-3-0-1-6-7.02 and strikes the fulsome grove of Rexel 4." Dick continued. "Co-radiating crystal, activate!"

"The portal opens! It begins!" Lilith said as all three began cackling.

Elena began to awake.

Lilith turned and smirked at her. Elena did not like it at all.

≈ΘҖ≈

Running in the streets, the Doctor and Martha heard screaming and saw a red glow of energy pouring from the Globe. The preacher from when they first arrived is there.

"I told thee!" The preacher told them. "I told thee!"

"Stage door!" The Doctor called, ignoring him.

The Doctor rushes off. Thunderclouds and lightening form over the Globe mixing with the red glow.

≈ΘҖ≈

The audience tried to leave but the doors banged shut.

≈ΘҖ≈

The Doctor and Martha burst in backstage to see Shakespeare nursing his head.

"Stop the play." He told them. "I think that was it. Yeah, I think I said 'Stop the play'!"

"I hit my head." Shakespeare told him.

"Yeah, well don't rub it." The Doctor told him sarcastically. "You'll go bald." Suddenly screams came from the stage. "I think that's my cue."

He ran out. Martha grabbed Shakespeare's hand, following closely.

≈ΘҖ≈

"Now begins the millennium of blood!" the Carrionites yelled gleefully before all three cackled.

The Doctor ran onstage with Martha and Shakespeare behind him.

"The Doctor! He lives!" Lilith said. "Then watch this world become a blasted heath!" she looked at the crystal ball in glee. "They come! They come!"

The remaining Carrionites were freed from the crystal and flew about the Globe.

"Where's Lena!?" the Doctor demanded. "What have you done with her!? I demand you tell me!"

"See for yourself, Doctor!" Lilith said, pointing up and to the right.

Everyone looked in that direction and saw Elena clinging to one of the upper balconies banister.

"LENA/ELENA!" the Doctor/Martha yelled.

Elena looked down and seeing how high she was, she screamed, clinging tighter. The people nearby grabbed hold, trying to help. As one of the Carrionites flew towards her, she kicked it away. "Get away from me!"

Seeing the chaos of the released Carrionites and knowing the only person that could stop them was Shakespeare, the Doctor grabbed the man's arm and pulled him forward. "Come on, Will. History needs you!"

Shakespeare looked at him, confused. "But what can I do?" he asked the Doctor.

"Reverse it!" The Doctor yelled to him. "If you don't, everyone here and the entire world will be destroyed and Lena will die!"

"How am I supposed to do that?" Will yelled back.

"The shape of the Globe gives words power, but you're the wordsmith, the one true genius." The Doctor shouted. "The only man clever enough to do it!"

"But what words?" he asked. "I have none ready."

"You're William Shakespeare!" Martha yelled.

"But these Carrionite phrases," he balked, "they require such precision."

"Trust yourself." The Doctor told him. "When you're locked away in your room, the words just come, don't they? Like magic. Words of the right sound, the right shape, the right rhythm. Words that last forever! That's what you do, Will! You choose perfect words. Do it. Improvise!"

Shakespeare nodded and stepped forward. "Close up this den of hateful, dire decay! Decomposition of your witches' plot! You thieve my brains, consider me your toy. My doting Doctor tells me I am not!"

"No!" They heard the Carrionites scream. "Words of Power!"

"Foul Carrionite specters," Shakespeare continued, "cease your show! Between the points..." He looked to the Doctor.

"7-6-1-3-9-0" The Doctor told him.

"7-6-1-3-9-0." Shakespeare repeated. "And banished like a tinker's cuss, I say to thee..."

He trailed off, unable to think of a final word to banish the Carrionites.

"Expelliarmus!" Martha suddenly shouted.

"Expelliarmus!" The Doctor repeated.

"Expelliarmus!" Shakespeare concluded.

"Good old, JK!" the Doctor said.

They watched as tornado-like cloud began to swirl around and the winds picking up. Martha and the Doctor watched in horror as Elena's grip on the banister weaned and her whole body lifted higher into the air as the wraith-like Carrionites were getting sucked into the vortex.

_It's happening again._ The Doctor thought. _Just like with Rose._ He felt the same feeling as before. Watching Rose gripping the lever with all her might and felt like he couldn't do anything, but watch. He screamed. "ELENA!" He rushed forward, intending to rescue her, but Shakespeare pulled him back. The Doctor struggled to free himself.

"Don't!"

"Let go!" the Doctor yelled, fighting against Shakespeare. "I've got to save her!"

Martha had tears in her eyes seeing her friend in danger.

The wind picked up and Elena held the banister for dear life as the wraith-like Carrionites flew around her. The people who had helped her let go, retreating further back into the room to escape the Carrionites. She remembered watching Rose losing her grip and now knew how Rose felt. Scared out of her mind. Elena looked at the Doctor, who was able to free his left arm, but not his right.

He reached out to her, screaming. "HOLD ON!"

The wind escalated and Elena's grip loosened considerably. Her arm had slid up the banister so she was now holding on with her hands. She moaned as she tried keeping her grip, but with the wind pulling everything in, it caused her grip to give out. She screamed as she went hurtling towards the tornado-like cloud and the wraith-like Carrionites. "DDDDOOOCCCTTTOOORR!"

"ELENA!" both Martha and the Doctor screamed.

Like slow motion, Elena screamed as she felt herself being pulled in with the wraith-like Carrionites and all the copies of the play. Even with the howling wind, she could hear the Doctor and Martha screaming her full name.

Suddenly, as the cloud dissipated, Elena felt herself fall down into the audience and into someone's arms. Quickly getting out of that person's arms, she hurried to get to the Doctor and Martha. The audience sighed in relief and then began applauding. The Doctor quickly ducked out as actors took their bows.

"They think it's special effects?" Martha asked at the cheering crowd.

"Your effect is indeed special." Shakespeare told her.

"It's not your best line." Martha told him.

Martha and Shakespeare took their bows as well. Martha looked around the crowd, searching for Elena. _Where are you, Elena?_

≈ΘҖ≈

The Doctor entered the box were the three "witches" had been. He hurried to the banister and peered down, looking for Elena.

"LENA!" he yelled.

But she was nowhere to be seen.

The Doctor growled and slammed his hand on the banister. He turned around and saw the crystal and the three remaining Carrionites were trapped within. Taking hold of the crystal, he was now eye-level, glaring at the trio, whom were shrieking and slamming on the crystal, which didn't break. He hissed in anger. "You better pray Lena is safe." Putting the crystal in his pocket, he walked out of the box.

≈ΘҖ≈

As the Doctor was walking back towards Martha and Shakespeare...

"Doctor!"

Looking up, the Doctor's eyes widen. There before him was Elena, alive and unharmed. Overcome with such relief at seeing each other, the two ran, meeting halfway. Elena jumped into the Doctor's arms, hugging him tightly.

"Oh, I thought you were lost forever!" the Doctor said, wrapping his arms securely around Elena. "Just like Rose."

Elena hugged him tighter. "I thought I was gone too." she nuzzled into him. "I was so scared."

"Shh!" the Doctor soothed. "You're safe. They're gone."

All Elena did was tighten her grip.

≈ΘҖ≈

After Martha and Elena's tearful reunion, the trio found themselves back at the Globe Theater the next morning with Shakespeare.

"And I say, a heart for a hart and a dear for a deer." Shakespeare was telling Martha an Elizabethan joke, and was waiting for her to laugh.

"I don't get it." Martha told him. This caused Elena to chuckle from where she was sitting on the stage.

"Then give me a joke from Freedonia." Shakespeare told her, leaning back.

"Okay." Martha said with a smile. "Shakespeare walks into a pub and the landlord says, "oi, mate, you're Bard"."

Shakespeare laughed. "It's brilliant! Doesn't make sense, mind you, but never mind that." He leaned forward and wrapped an arm around her waist. "Come here."

"I've only just met you." Martha told him.

"The Doctor won't ever kiss you." He said softly. "Why not entertain a man who will?"

"I don't know how to tell you this, oh great genius," Martha said, just as softly. "But you're breath doesn't half stink."

Elena giggled softly.

At that moment, the Doctor walked out of the back room wearing a neck ruff and a skull. "Good prop store back there."

"You look ridiculous, Doctor." Elena said, looking at him.

"Oi! Watch it, you." he said. Elena raised her hands in surrender. "I'm not sure about this though." He held up the skull. "Reminds of a Syxorax."

Elena looked at Martha and she her. Elena mouthed: "Syxorax?"

Martha shrugged her shoulders.

"Syxorax." Shakespeare said. "Nice word. I'll have that off you as well."

The Doctor shook his head. "I should be on 10%. How's your head?"

"Still aching." Shakespeare replied.

The Doctor reached up and removed the ruff and handed it to Shakespeare. "Here, I got this for you. Neck brace. Wear that for a few days till it's better, although," he gave Shakespeare a thoughtful look, "you might wanna keep it. It suits you."

"I agree." Elena said, standing next to the Doctor.

"What about the play?" Martha asked.

"Gone." He told them. "I looked all over... every single copy of _Love's Labors Won_ went up in the sky."

"My lost masterpiece." Shakespeare said.

"You could always write it up again." Martha consoled him.

Elena and the Doctor exchanged looks that clearly said: No.

"Yeah, maybe not, Will." The Doctor told him. "There's still power in those words. Maybe it should best be forgotten."

"Oh, but I've got new ideas." Shakespeare told them. "Perhaps it's time I wrote about fathers and sons. In memory of my boy. My precious Hamnet."

Elena's eyes widened, but nodded, understanding now.

"Hamnet?" Martha asked.

"That's him." Shakespeare replied.

"Ham_net_?" Martha asked again.

"What's wrong with that?" Shakespeare replied.

"Nothing, Will." Elena smiled.

"Anyway," the Doctor said. "time we were off. I've got a nice attic in the TARDIS where this lot..." He held up the Carrionite's crystal. Elena smirked and stuck her tongue out at them. The Doctor grinned. "... can scream for all eternity. And we've got to get Martha and Elena back to Freedonia."

"You mean travel on in time and space." Shakespeare told him.

"You…what?" the Doctor sputtered.

"You're from another world like the Carrionites. Miss Elena is as well, though she doesn't know it yet." Shakespeare said. Elena and the Doctor looked at each other, confused. "And Martha is from the future. It's not hard to work out."

The Doctor stared at him. "That's incredible. You are incredible."

"I'm... I'm not from another world, Will." Elena said. "I'm from the future. Like Martha."

Shakespeare shook his head. "You _are_ from another world, Elena. You just don't know it. It's hidden from you. For a good reason which will reveal itself in due time. I wish you all the happiness in the universe and a lift from your pain, my Lady Elena. You may not see it now, but the Doctor will become the most important man in your life."

Elena looked at Shakespeare for a moment, considering his words before giving him a small smile and gave him a quick hug. "Thanks, Will. For everything." she went back and stood next to the Doctor.

Shakespeare smiled, nodding. He looked at the Doctor. "We're alike in many ways, Doctor." He turned to Martha. "Martha, let me say goodbye to you in a new verse. A sonnet for my dark lady." the Doctor and Elena smiled at Martha. "Shall I compare thee to a summer's day?" Elena rolled her eyes and rubbed the back of her neck while the Doctor rubbed his eye. "Thou art more lovely and more temperate..." He broke off as Kempe and Burbage came running up.

"Will! Will! You'll never believe it!" Kempe exclaimed excitedly. "She's here! She's turned up!"

"We're the talk of the town." Burbage added, also excited. "She heard about last night! She wants us to perform it again."

"Who?" Martha asked.

"Her majesty!" Burbage said. "She's here!" As he said this, trumpets called out a fanfare and in walked the Queen.

"Queen Elizabeth I!" The Doctor said, giddy as a school boy.

The Queen caught sight of him and Elena and froze. "Doctor! Creator!"

"What?" the Doctor and Elena asked, both confused.

"My sworn enemies!" Elizabeth continued.

"Huh?" Elena asked.

"Off with their heads!" Elizabeth yelled to her guards.

"What?!" the Doctor asked again.

"What did _I_ do?!" Elena shouted.

"Never mind 'what'," Martha told him, "just run!" She began pulling Elena and the Doctor to the stage door. "See you, Will!" she called back. "And thanks!"

"Stop them!" Elizabeth ordered. "Stop that pernicious Doctor and his wife, the Creator!"

The three of them ran out the door, guards hot on their heels.

Will just laughed.

≈ΘҖ≈

"Stop in the name of the Queen!" they heard one shout as they ran.

"What did you two do to have upset her?" Martha shouted as they turned a corner.

"How should I know?" the Doctor exclaimed. "I haven't met her yet! That's time travel for you!"

"And I don't know what Elizabeth meant by calling me, "the Creator"!" Elena shouted.

They ran straight to the TARDIS and Martha quickly hurried in with Elena followed.

"Oh, well, something to look forward to then!" the Doctor said with a grin but it quickly vanished when he saw the guards ready their bows. His eyes widened. "Ooh!"

As the guards fired, Elena leaned out and grabbed the back of the Doctor's trench coat, yanking him inside just as an arrow embedded itself in the TARDIS door. The TARDIS dematerialized.


	13. Gridlock Prt 1

**AN:** cover's up!

* * *

In the TARDIS, Martha was sitting quietly while the Doctor was flipping a few levers. He was in a good mood. "Just one trip." he looked at Martha. "'S'what I said. One trip, in the TARDIS, and then home." He paused, looking thoughtful. "Although... I suppose we could…stretch the definition. Try one trip to the past. One trip to the future. How do you fancy that?"

Martha became thrilled at this and smiled. "No complaints from me!"

Elena came into the console after showering and dressed. She was wearing a gray long-sleeve turtleneck shirt, pink hoodie, black jean jacket, blue jeans, and black coach shoes. Her hair was in a high ponytail with a few bangs on each side of her face. "Sounds good to me too."

"How about a different planet?" he asked Martha aloud.

"Can we go to yours?" Martha asked abruptly.

Elena looked at the Doctor and saw all his excitement almost vanish when Martha suggested going to Gallifrey. Martha didn't seem to notice the difference in the Doctor's demeanor.

"Ahh, there's plenty of other places!" The Doctor replied, trying to get her off the subject.

"Come on, though!" Martha said, jumping off the captain's chair and walking up to him. "I mean, Planet of the Time Lords, that's got to be worth a look! What's it like?"

"Well, its beautiful, yeah." he told her.

"Is it like, you know, outer space cities." Martha said, becoming more and more excited as she envisioned what Gallifrey looked like. "All spires and stuff?"

"Suppose it is." The Doctor shrugged.

Martha was oblivious, lost in cheerful imagination.

Elena walked over to the Doctor and laid a comforting hand on his shoulder and whispered. "She doesn't know, Doctor. I know how much it hurts to think and talk about your home planet. Like with me and my parents."

He squeezed her hand in gratitude.

Martha was still talking. "Great big temples and cathedrals!"

"Yeah." the Doctor replied, fiddling with a control.

"Lots of planets in the sky?" she asked.

The Doctor sighed. "The sky's a burnt orange, with the Citadel enclosed in a mighty glass dome, shining under the twin suns. Beyond that, the mountains go on forever... slopes of deep red grass, capped with snow."

At that moment, it was like... a door opened in Elena's mind and she could see exactly what Gallifrey looked like and it looked _exactly_ as the Doctor's described and it was beautiful. She could almost feel the grass, feel the sun warmth on her face.

"Can we go there?" Martha asked, utterly enthralled.

Elena shook her head, the vision vanishing from her mind.

The Doctor shook himself out of him memories. "Naah! Where's the fun for me? I don't want to go home! Instead…" He began dancing around the console, tweaking settings as he went. "This is much better. Year 5,000,000,053. Planet New Earth! Second hope of mankind!" he continued, chuckling at her antics. "50,000 light years from your old world, and we're slap bang in the middle of New New York. Although, technically it's the fifteenth New York from the original, so it's New New New New New New New New New New New New New New New York. One of the most dazzling cities ever built." The Doctor threw on his overcoat, and led the two girls out of the TARDIS.

≈ΘҖ≈

Walking out, the three saw rain was pouring down.

Elena muttered. "Wonderful."

Martha scowled and quickly zipped up her jacket. ""Oh that's nice!" her voice was laced with sarcasm "Time Lord version of dazzling."

"Come on." Elena said. All of a sudden, she felt herself being thrown off-balance and would have fallen if the Doctor hadn't moved quickly to catch her.

"Are you alright?" he asked quietly.

She grabbed his arm tightly. "I don't know. It felt like someone was in my head."

"What do you mean?" he asked.

"Like someone was trying to talk to me." Elena said. "It felt really weird."

The Doctor and Martha stared at her with worry.

"Let's get under cover." The Doctor said, leading them out of the rain.

≈ΘҖ≈

A single robed cat, Novice Hame was sitting in the center of a dark, musty room. Thick wires were everywhere, leading from screens and consoles that had undoubtedly seen better days. In front of Novice Hame was the Face of Boe, still inside the protective tank.

"They have arrived." the Face of Boe said.

"What should I do?" Hame asked.

"Find them before it's too late." Face of Boe answered.

Hame bowed her head in obeisance, and stood. She then pulled out a large gun, arming it with a click and a flash of green light lit.

≈ΘҖ≈

It's still raining where Elena, Martha, and the Doctor were. They dash through a junk-ridden street, past what look like giant dumpsters and old laundry swinging from a line.

"Well, it looks like the same old Earth to me." Martha groused, not noticing the silent communication between her two travel guides. "On a Wednesday afternoon."

"Hold on, hold on." the Doctor said. "Let's have a look" He went over to a dead screen on the wall and quickly pulled out the sonic screwdriver and pointed it at the screen. A second later, static appeared. Once static appears, the Doctor bangs on the top of the screen himself, and Sally Calypso flickers into view.

"… and the driving should be clear and easy, with fifteen extra lanes open for the New New Jersey expressway." she was saying.

The image on the screen shifts to reveal the New New York above ground, a gorgeous spired city on the coast of a large river, with sleek flying vehicles zooming in the air.

"Oh, that's more like it!" The Doctor exclaimed. "That's the New New York we had last time."

"Wow." Elena said. "Flying cars!"

"You didn't come here together?" Martha asked, curiously.

"No." Elena said.

"So," Martha said, "if that's New New York, where are we?"

The Doctor looked around them.

"This must be the lower levels." he said finally. "Down in the base of the tower, some sort of under-city."

Martha stared at him. "You've brought Elena and me to the slums?" she sounded irritated, yet she was smiling in spite of herself

The Doctor grinned. "Much more interesting! It's all cocktails and glitter up there. This is the real city."

Martha smiled. "You'd enjoy anything."

"That's me." he replied.

Elena looked out towards the alleyway. "Rain's stopping." She then walked out.

"Better and better!" the Doctor said, coming to join her. Martha didn't move though, something having just occurred to her.

"If you didn't come here together, when you say 'last time', was that you and Rose?" she asked.

The Doctor looked confused. "Um... yeah. Yeah, it was, yeah."

Martha glared at him. "You're taking me to the same planets that you took her?"

The Doctor looked between her and Elena. He was confused. "What's wrong with that?"

"Nothing." Martha huffed, pushing past him. "Just... ever heard the word 'rebound'?"

Elena could see this had gotten to her. She looked at the Doctor and he her. She shook her head and walked up to Martha and wrapped an arm around her.

Suddenly, the top of a large green box flipped open to reveal a man in a street vendor's cart. Shortly after, two more did the same.

"Oh!" The first one exclaimed. "You should have said! How long you been there?" he asked, but continued without waiting for an answer. "Happy! You want Happy!"

"Customers!" the second called. "Customers! We've got customers!"

"We're in business!" a third called. "Mother, open up the Mellow and the Read!"

"Happy, Happy, lovely happy Happy!" the first called to them.

"Anger! Buy some Anger!" the second called, trying to get their attention.

The third waved at them.

"Get some Mellow," he called, "makes you feel all bendy and soft all day long!"

"Younger, them." the first said. "They'll rip you off. Do you want some happy?"

"What...the...hell..." Elena whispered, moving closer to both Martha and the Doctor.

The Doctor frowned at the vendors and exchanged a look with Elena. "No, thanks." he told the vendors.

Martha stared at them. "Are they selling drugs?"

"I think they're selling…moods." Elena replied slowly.

"Same thing, isn't it?" Martha asked.

The three watched as people walked up to the booths and the sellers tried to get them to buy. Suddenly, a woman, dressed in very dark clothes walked quickly up to the booths.

"Over here, sweetheart!" The third seller called. "That's it, come on, I'll get you first!"

"Oi!" the first seller called, "Oi, you! Over here! Over here! Buy some Happy!"

"Come over here, yeah." the third one coaxed. "And what can I get you, my love?"

"I want to buy Forget." the woman told him.

"I've got Forget, my darling." the woman replied quickly. "What strength? How much you want forgetting?"

"It's my mother and father." the woman said softly. "They went on the motorway."

"Oh, that's so sweet." she said. The woman reached behind the counter and pulled out a circular token and held it out to the woman. "Try this. Forget 43. That's two pence."

The woman quickly handed the pharmacist her money and turned away, token in hand. But before she could do anything with it, the Doctor stopped her.

"Sorry, but-hold on a minute." he said. "What happened to your parents?"

"They drove off." she said simply.

"They might drive back." Elena said, confused by what the woman could mean.

"Everyone goes to the motorway in the end." she told them. "I've lost them."

The Doctor looked at her strangely. "But they can't have gone far. You could find them."

The woman just stared at him before looking down with a sigh. Before anyone can stop her, she stuck the token on her neck.

"No." the Doctor said quickly. "No-no, don't!"

But it was too late. The woman's expression changed almost immediately from one of despair to one of calm. She seemed out of it, unaware of her surroundings. "I'm sorry, what were you saying?"

"Your parents." he said forcibly. "Your mother and father. They're on the motorway."

"Are they?" she replied. "That's nice."

Martha looked at the woman, disbelieving. She looked up at the Doctor, who looked disturbed.

"I'm sorry." the woman told them. "I won't keep you."

And with that, she turned and walked off, leaving the Doctor looking pensive, Elena worried, and Martha upset.

"So that's the human race five billion years in the future." she said, scornfully. "Off their heads on chemicals."

Before the Doctor could make a reply, two people in dark clothing jumped Elena from behind. The man grabbed her around the neck, causing Elena to shriek in surprise. He then began dragging her backward, while a woman stood holding the Doctor and Martha at gunpoint.

"Let go of me!" Elena shouted, struggling.

"Stop struggling!" the man shouted. "I don't want to hurt you!"

"Oh, you're the one that's gonna be hurt." Elena muttered before grabbing the guy's thumb and pulling it back.

He cried out in pain and Elena then quickly stomped on his foot before using the same foot and hitting the guy between the legs. The guy yelped and moaned, releasing his grip on Elena. She then kicked the guy's feet from under him before running to the Doctor and Martha's side.

The guy groaned and coughed. "Jeez. That girl packs a wallop!"

The Doctor and Martha looked at Elena, stunned.

"Whoa, Elena!" Martha grinned. "You go girl!"

Elena grinned and winked, clocking her tongue.

"Where'd you learn to do that?!" the Doctor asked.

Elena's grin became Cheshire-like. "When you've grown up with two brothers and another that came often enough that's like one... you get the picture."

The woman who still had the gun walked forward. "Since we can't take the blonde... give us the dark-skinned one."

"Not on your life, sister." Elena hissed.

The woman cocked the gun. "Do it!"

Having recovered slightly, the man lunged and grabbed Martha and began dragging her away. "I'm sorry. I'm really, really sorry. We just need three, that's all."

"You let Martha go!" Elena shouted.

"No, let her go!" The Doctor called, desperate. "I'm warning you, let her go! Whatever you want, I can help." he said. "I can help. But first, you've got to let her go!"

"I'm sorry." the woman called, seemingly almost crying. "I'm really sorry. Sorry."

"Doctor!" Martha yelled. "Elena!"

"Let her go!" Elena yelled.

The Doctor and Elena watched, helplessly as the couple disappeared with Martha, the large green door slamming behind them.

The Doctor and Elena ran after them, reaching the door. The Doctor struggled to open it before using the sonic screwdriver and yanked the door open.

≈ΘҖ≈

The Doctor and Elena ran through a tunnel, after the two kidnappers and Martha.

"I'm gonna kill them!" Elena angrily shouted. "When I get my hands on those two... I'm really gonna kill them for taking Martha!"

They ran through the door in time to see the three of them running down a fire escape. The man was dragging Martha by the arm as the woman brought up the rear, still holding out the gun.

"MARTHA!" Elena yelled.

"ELENA!" Martha yelled. "Doctor!"

"The Doctor and Elena are so gonna kill you." They heard Martha yell. "Never mind them, I'm gonna kill you myself! Let go of me!" She briefly broke free, but the man grabbed her again. They stopped in front of a black car.

"Give her some Sleep." the man told the woman.

Martha struggled even harder. "Don't you dare! Don't put that stuff in me, don't! Get off me!"

"Let go of her!" Elena shouted. "When I get my hands on you two... you're gonna wish you were never born!"

"It's just Sleep 14." the woman said to Martha soothingly as she pulled out a similar token to the one the woman had earlier. Martha screamed as the woman pressed it on her neck. The woman looked upset. "No, baby, don't fight it."

"I'm telling you, don't!" Martha yelled. She kept struggling, but with man still holding her, she couldn't resist for long. A second after the token touched her skin, she fell into a deep sleep.

"That's it." the woman said. "Come on. That's it."

"Get on board." The man said as he loaded Martha into the car.

The Doctor and Elena dashed through the corridor. A second later, they rounded the corner at a dead run, just in time to see the car take off.

"Martha!" they both yelled after the car.

"We have to do something!" Elena said.

The Doctor knew Elena was right.

≈ΘҖ≈

The woman felt Martha's cheek as she slept. "She's all right. She's breathing, pulse is fine, and no harm done. She looks rich. She must have got lost." She seemed more cheerful. She pulled off her jacket and settled in the seat beside the man in the front of the vehicle.

"Yeah, well, she's worth her weight in gold to us." the man said. He then pulled out a vocal transmitter that had in the teaser. He spoke into the transmitter. "This is car four six five diamond six. We have three passengers, repeat three. Request access to the fast lane."

They heard an electronic voice come over the transmitter. "Access granted."

"Oh, yes." the man said. Both he and the woman smiled excitedly at each other and kiss.

≈ΘҖ≈

The Doctor and Elena quickly made their way back to the row of vendors. The Doctor pounded on the door of one of the now-closed stalls.

"Open up!" Elena angrily shouted. "Before I come in there and drag ya out!"

It flipped up quickly; behind it is Pharmacist #3. Seeing him, she grinned broadly and lent toward him over the countertop. "Thought you'd come back! Do you want some happy Happy?"

"Those people..." the Doctor asked, mad as hell. "Who were they? Where did they take her?"

"They've taken her to the motorway." the first vendor called.

"Looked like carjackers to me." the third agreed.

The second one shook his head. "I'd give up now, darling. You won't see her again."

Elena was feeling the same as the Doctor. She walked up to him and smiled. She jerked her head back. "Come here. Come on."

He smiled and leaned down. "What would you like, darling?"

In an instant, Elena's facial expression changed from happy to pure anger. Her hands lurched out and grabbed the front of his shirt tightly, pulling his face dangerously close to hers. The man could see Elena's eyes were stone cold, as was her voice. "You better pray the Doctor and I see her again. And we _will_ her again! And for your information, I'm not your "darling". Got it?" He nodded, now completely scared. She smiled sweetly. "Good." she shoved him away before joining the Doctor.

"Used to be thriving in this place." the first told them, being more helpful. "You couldn't move." he shook his head, sadly. "But they all go to the motor way in the end."

"He kept on saying "three"." the Doctor said. "We need "three"."

"What did he mean "three"?" Elena said.

"It's the car-sharing policy," the third told them, "to save fuel. You get special access if you're carrying thee adults."

"This motorway..." Elena said, "… how do we get there?"

"Straight down the alley," the third said, pointing, "keep going to the end. You can't miss it."

"Thanks." Elena said, nodding her head to the third one.

The Doctor and she immediately took off in that direction, when the third seller's voice called them back. "Tell you what- how 'bout some happy Happy? Then you'll be smiling, my love!"

The Doctor turned and glared at all of them. "Word of advice, all of you. Cash up."

"Close down." Elena hissed.

"And pack your bags." the Doctor finished.

"Why's that, then?" the third called.

"Because as soon as we've found her, alive and well..." he told them, "and like Lena said... we _will_ find her, alive and well... then we're coming back. And this street is closing. _**Tonight**_!"

The Doctor took off, Elena close behind, before another word could be said.

_Hang on, Martha._ Elena thought. _We're coming._

≈ΘҖ≈

Martha came slowly and painfully back to the land of the living. "Elena?" she mumbled quietly. "Doctor?"

"Yeah." she then heard a woman say. "The view from the windows, you can see all the way out to the flatlands."

Martha looked around the car and saw containers of pills and liquid next to her. She then sleepily reached for the token on her neck and pulled it off, frowning.

"The sky…" the woman continued, not noticing, "They say the air smells like apple grass. Can you imagine?"

"The houses are made of wood." the man said. "There are jobs going in the foundries. Everyone says so!"

Spotting a gun sitting on a computer screen next to her head, she acted quickly. Snatching it, Martha pointed it at her captors. "Take me back. Whoever you are, just take me back to my friends. That's all I want. I won't cause any trouble, just take me back."

The two glanced at each other and back to Martha.

"I'm sorry." the woman said, looking at Martha. "That's not a real gun."

"Yeah." Martha smartly said. "Well, you would say that."

"Where do you get a gun from, these days?" the woman asked. "I wouldn't even know how to fire."

Martha looked disgustedly at the fake firearm in her hand, lowering it slowly. "No. Nor me. Okay."

The woman gave friendly smile. "What's your name?"

"Martha." she replied. "Martha Jones." She got up and gingerly walked toward the front of the car, standing behind the couple.

"Well," the woman said, "I'm Cheen and this is Milo." Cheen actually looked sorry about what she and Milo had done. "And I swear, we're sorry. We're really, really sorry. We just needed access to the fast line, but I promise, as soon as we arrive, we'll drop you off and you can go back and find your friend."

Martha stared at her, shocked. "Seriously?"

Cheen nodded. "I swear! Look..." she pulled her back, revealing a token on her neck. It's was similar to the one Martha had, but this one has the word "HONESTY" printed on it, with the number "36." "Honesty patch."

"All the same," Martha rebuked them, "that's still kidnapping!" She looked out the window, curiously. "Where are we, anyway?"

"We're on the motorway." Milo told her.

"What's that, then?" Martha asked. "Fog?"

Cheen shook her head. "That's the exhaust fumes."

"We're going out to Brooklyn." Milo explained. "Everyone says the air's so much cleaner and we couldn't stay in Pharmacy Town, 'cause…." he trailed off, laying his hand on Cheen's knee.

"Well, 'cause of me." she picked up, grinning up at Martha. "I'm pregnant. We only discovered it las week." She looked so excited. "Scan says it's going to be a boy." she told her.

Milo smiled and made a mock victory sign, but Martha could tell he was just as happy.

"Great." she replied, sarcastically. "What do I do now, congratulate my kidnappers?"

Cheen looked shocked. "Oh, we're not kidnappers. Not really."

"No." Martha agreed. "You're idiots. You're having a baby, and you're wearing that?" she pointed at the token on Cheen's neck. She reached over and ripped it off her neck, ignoring Cheen's cry of pain. "Not anymore."

"This will be as fast as we can." Milo told her. "We'll take the motorway to the Brooklyn flyover, and then after that it's gonna take awhile, 'cause then there's no fast lane, just ordinary roads, but at least it's direct."

"It's only ten miles." Cheen added.

Martha sighed. "How long is it gonna take?"

"About six years." Cheen replied matter of fact-ly.

"What?" Martha screeched.

"Be just in time for him to start school." Cheen replied, exchanging a smile with Milo.

"Nope." Martha protested. "Sorry. Hold on. Six years? Ten miles in six years? How come?"

≈ΘҖ≈

The Doctor and Elena found themselves in a dilapidated corridor, in front of a door that read 'MOTORWAY ACCESS'.

The Doctor pulled out his sonic screwdriver and used it on the door. The lock opened with a clang and the door whooshed open. They quickly ran through to find themselves standing on a platform in a very thick smoke. Almost immediately, both began coughing, trying to catch their breath.

"Hey!" they heard a voice call. They looked up to find the car nearest to them with its door was open and a man stood there, motioning to them. "You daft little street struts! What are you doing, standing there? Either get out or get in!" He motioned them over. "Come on!"

The Doctor and Elena began coughing again. The Doctor placed his hand on Elena's back and gently pushed her forward. She jumped into the car, followed by the Doctor.

"Did you ever see the like?" the man said as he closed the door.

"Here you go." A dark-haired woman handed them two oxygen masks. The Doctor and Elena gave her a grateful smile and put the masks on, inhaling the clean air.

"Just standing there, breathing it in!" the man continued, beginning to remove his goggles, cap, and scarf. He finished removing his covers to reveal that he was not a man at all, but a cat. "There's this story, says back in the old days, on Junction 47, this woman stood in the exhaust fumes for a solid twenty minutes. By the time they found her, her head had swollen to fifty feet!"

"Oh, you're making it up." the woman scolded him.

He waved his hand at her, making his way to the front. "A fifty-foot head!" he continued, as if she hadn't said anything. "Just think of it. Imagine picking that nose."

"Stop it." the woman demanded. "That's disgusting."

"What?" the man shot back. "Did you never pick your nose?"

Suddenly, all joking was forgotten when the woman spoke up urgently. "Bran, we're moving!"

"Right." he replied, springing into action. "I'm there. I'm on it." He pulled back a lever on the front console and the engines sprang to a sputtering start. All around them, cars blew their horns. A second later, everything stopped again.

"Twenty yards!" the man called to them. "We're having a good day!"

The woman smiled and both turned back to Elena and the Doctor, who were pulling off their masks, now being able to breathe properly.

"And who might you two be?" the man asked them. "Very well-dressed for hitchhikers."

"Thanks." The Doctor said, motioning to the oxygen. "Sorry, I'm the Doctor and this is Elena, but I call her Lena."

Elena raised her hand, waving. "Hi."

"Medical man!" the cat man exclaimed. "Ha-ha! My name's Thomas Kincade Brannigan, and this," he pointed to the woman, "this is the bane on my life, the lovely Valerie."

Valerie smiled indulgently. "Nice to meet you."

"And that," he gestured behind them, "is the rest of the family."

The Doctor and Elena turned to look behind the curtain and found a basket of adorable kittens.

"Aww," the Doctor said, leaning down to get a closer look. "That's nice. Hello." He picked up one of the kittens and began scratching its head.

"Ooohhhh!" Elena cooed. She looked at Valerie. "May I?" Valerie nodded. Elena gently reached out and picked a the kitten with a yellow ribbon tied around it and began stroking very gently. Enjoying the attention, the kitten began purring. "They're so adorable!" she cooed, rubbing her nose with the kitten's.

"How old are they?" the Doctor asked, watching Elena cuddle with the kitten. He was a bit taken back by the change in her behavior. Not too long ago, she was roughing up a mood dealer in a back alley and now she was cuddling a kitten.

"Just two months." Valerie said, smiling as Elena cuddled with the kitten, being very careful.

"Poor little souls." Brannigan said sadly. "They've never know the ground beneath their paws." Both Elena and the Doctor gave him a puzzled look, and he elaborated. "Children of the motorway."

"Wait?" Elena said. "They were born in here?"

"We couldn't stop." Valerie explained. "We heard there were jobs going out in the laundries on Fire Island. Thought we'd take a chance."

The Doctor and Elena exchanged a look. Elena then placed the kitten back with its siblings. The kitten let out a meow showing its displeasure. The Doctor also placed the kitten he was holding back in the basket.

"What?" the Doctor asked. "You've been driving for two months?"

"Do I look like a teenager?" Brannigan demanded. Elena raised an eyebrow. "We've been driving for 12 years now."

"I'm sorry?" The Doctor sputtered.

"Yeah!" Brannigan answered. "Started out as newlyweds! Feels like yesterday."

"Feels like 12 years to me." Valerie quipped.

"Ahh," Brannigan reached out and tickled her. "Sweetheart, but you're still lovely."

The Doctor stared at them while Elena smiled.

"12 years?!" The Doctor demanded. "How far did you come? Where did you start?"

"Battery Park." Brannigan told him. "It's 5 miles back."

The Doctor and Elena stared at him, incredulous.

"You traveled 5 miles in 12 years?" Elena asked.

"I think they're a bit slow." Brannigan said to Valerie.

"Where are you from?" She asked them, ignoring her husband.

"Never mind that," The Doctor said. "We've got to get out. Our friend's in one of these cars. She was taken hostage. We should get back to the TARDIS." Elena nodded.

He pulled open the door next to him, but found nothing but smoke.

"You're too late for that." Brannigan told them. "We've passed the lay-by."

The Doctor began to cough again. Elena pulled him back and shut the door.

"You're a passenger now, Sonny Jim." Brannigan continued.

"When's the next lay-by?" Elena asked.

"Oh…" Brannigan thought about it. "6 months?"

"WHAT!" Elena yelled, plopping in a seat. "Great. Just great."

≈ΘҖ≈

"How many cars are out there?" Martha asked, looking out the window again.

"I don't think anyone knows." Cheen replied. She reached behind her and grabbed a cracker and held it out to Martha. "Here you go. Hungry?"

"Oh." Martha said, looking down at the offered food. "Thanks." She took a bite. "About how far down is it to this fast lane?"

"Oh, it's right at the bottom, underneath the traffic jam." Milo told her. "But not many people can afford three passengers, so it's empty down there." He grinned at her. "Rumor has it you can reach up to thirty miles per hour."

Martha gave him a sarcastic grin. "Wow. That's, like, crazy."

Milo and Cheen laughed, not at all offended.

"But how are you supposed to live inside this thing?" Martha asked, looking around at the small car. "It's tiny."

"Oh, we stocked up." Cheen told her. "Got self-replicating fuel, muscle stimulants for exercise, and there's a chemical toilet at the back. And all waste products are recycled as food."

Martha suddenly stopped munching and gave the wafer an evil look. "Oh-kay." she dropped the wafer as if it were on fire.

"Oh!" Milo exclaimed. "Another gap! This is brilliant!"

"Car sign in." an electronic voice said.

Milo picked up a radio and answered. "Car Four Six Diamond Six, on descent to fast lane, thank you very much."

"Please drive safely." the voice answered.

≈ΘҖ≈

The Doctor was kneeling in front of a screen that bared the insignia of the New New York Police Department, using the sonic screwdriver, trying to get the screen to work. He was also holding a vocal transmitter. "I need to talk to the police."

"Thank you for your call. You have been placed on hold." an electronic voice replied, while displaying the words on the screen as well.

"Oh, great."Elena said, sarcastically. "That's so very helpful."

"But you're the police!" The Doctor said.

"Thank you for your call. You have been placed on hold." the voice repeated.

The Doctor scrambles up to the front of the car where Brannigan and Valerie were still sitting. "Is there anyone else? I once met the Duke of Manhattan; is there anyway of getting through to him?"

Elena raised an eyebrow.

"Oh, now," Brannigan said, "ain't you lordly?"

"We've got to find our friend." The Doctor said, desperate.

"You can't make outside calls." Valerie told him. "The motorway's completely enclosed."

"What about the other cars?" Elena asked, standing next to the Doctor, behind Valerie. "Can't you get in contact with them?"

"Oh, we've got contact with them, yeah." Brannigan answered. "Well, some of them, anyway. They've got to be on your friends list." He thought about it for a second. "Now, let's see... who's nearby? Ahh! The Cassini sisters!" He picked up the handheld. "Still your hearts, my handsome girls. It's Brannigan here."

≈ΘҖ≈

In another car, two white-haired women were sitting, surrounded by handsome needlework, comfortable chairs, and sewing tools. The woman sitting in the driver's seat with the transmitter, whose name is Alice while the other, whose name is May, is knitting behind her in a chair.

"Get off the line, Brannigan." Alice smiled slightly. "You're a pest and a menace."

≈ΘҖ≈

Elena snickered. "A girl with attitude." She looked at the Doctor and he her. "Oh, I like her." He grinned.

"Oh, come on, now, sisters." Brannigan replied. "Is that any way to talk to an old friend?"

≈ΘҖ≈

"You know full well we're not sisters." Alice replied. "We're married."

≈ΘҖ≈

"Oooo, stop that modern talk!" Brannigan said, laughing. "I'm an old-fashioned cat. Now, I've got some hitchhikers here, call themselves Elena and the Doctor." He handed the handheld to the Doctor.

"Hello." he said. "Sorry. I'm looking for someone called Martha Jones. She's been carjacked. She's inside one of these vehicles, but I don't know which one."

≈ΘҖ≈

"Wait a minute." May said using her own transmitter. She then opened a large notebook that appeared to be a register. "Could I ask, what entrance did they use?"

≈ΘҖ≈

"Where are we?" Elena asked Brannigan.

"Pharmacy Town." he answered.

"Pharmacy Town," the Doctor relayed, "about 20 minutes ago."

≈ΘҖ≈

"Let's have a look." May said.

"Just my luck," Alice muttered, "to marry a car spotter."

≈ΘҖ≈

Elena leaned over the Doctor and spoke into the handheld. "You never know when her knowledge will come in handy." she told Alice.

≈ΘҖ≈

"In the last half hour," May interrupted, "53 new cars joined from the Pharmacy Town Junction."

≈ΘҖ≈

"Anything more specific?" The Doctor asked.

≈ΘҖ≈

"All in good time." May replied. "Was she car-jacked by two people?"

≈ΘҖ≈

"Yes, she was." The Doctor answered.

≈ΘҖ≈

"There we are." May said. "Just one of those cars was destined for the fast lane. That means they had three on board. And car number is Four Six Five Diamond Six."

≈ΘҖ≈

"That's it!" The Doctor said, grabbing an unexpected Elena in a tight hug. Releasing her, he asked, "So how do we find them?"

≈ΘҖ≈

"Ah." May replied. "Now, there I'm afraid I can't help."

≈ΘҖ≈

"Can't you call them on this thing?" Elena asked. "Since we've got their number. Diamond six."

Brannigan shook his head.

"Why are you shaking your head?" Elena asked. "Don't shake your head. Stop shaking your head."

"We can't call them, not if they're designated fast lane." he told them. "It's a different class."

≈ΘҖ≈

"You could try the police." May said.

≈ΘҖ≈

"They put me on hold." The Doctor replied.

≈ΘҖ≈

"You'll have to keep trying." Alice told them. "There's no one else."

≈ΘҖ≈

"Thank you." The Doctor said despondently, handing the transmitter back to Brannigan.

"Great." Elena said. "Just great."


	14. Gridlock Prt 2

Through the beeping and the honking and the smoke, Car Four Six Five Diamond Six descended through the levels. Level 39...level 40...level 41...level 42...level 43...

"See?" Milo said. "Another ten layers to go. We're scorching."

Martha smiled. Suddenly, a low growl shook the car.

"What's that?" Martha asked as it sounded again. "It's coming from underneath."

"It's the noise, isn't it?" Cheen asked Milo. "It's like Kate said. The stories are true."

"What stories?" Martha asked.

"It's the sound of the air vents." Milo said, exasperated. "That's all. The exhaust fumes travel down, so at the base of the they've got air vents."

Cheen shook her head. "No, the stories are much better. They say people go missing on the motorway. Some cars just vanish, never to be seen again. 'Cause there's something living down there, in the smoke. Something huge. And hungry. And if you get lost on the road…it'd waiting for you."

The all exchanged looks as the noise got louder.

"But like I said," Milo said, shifting in his seat, "air vents." He pressed some controls. "Going down to the next layer."

Martha was growing more worried. "Except, look out there. Does it look like the air vents are working?"

"No." Cheen said slowly.

The sounds were still getting louder and now there was crashing.

"So what's that, then?" Martha whispered.

Milo shook his head. "Nah. Kid stuff." He picked up the handheld. "Car Four Six Five Diamond Six, on descent."

≈ΘҖ≈

"We've got to go to the fast lane." The Doctor said. "Take us down."

"Not in a million years." Brannigan said, firmly.

"You've got four passengers!" the Doctor protested. "That's more than enough!"

"I'm still not going." he replied.

"She's alone and she's lost." Elena pleaded with him. "She doesn't belong on this planet. Neither do I.

"And it's all my fault." The Doctor said. "I'm asking you, Brannigan... take us down."

"That's a no." Valerie said, speaking for the first time. "And that's final. I'm not risking the children down there."

"Why not?" The Doctor asked. "What's the risk? What happens down there?"

"We're not discussing it!" she replied. "The conversation is closed!"

Elena looked at her before looking back at the kittens and... light bulb!

"So we keep on driving." The Doctor said.

"Yes, we do." Brannigan told her.

"For how long?" The Doctor asked.

"'Till the journey's end." he replied.

The Doctor snatched the handheld up. "Mrs. Cassini, this is the Doctor. Tell me, how long have you been driving on the motorway?"

≈ΘҖ≈

"Oh, we were amongst the first." Alice told him. "It's been twenty-three years now."

≈ΘҖ≈

"And in all that time, have you ever seen a police car?" he asked.

Brannigan and Valerie refused to look at them and the question was met with silence on the other end.

≈ΘҖ≈

"I'm not sure." May finally said.

≈ΘҖ≈

"Look at your notes." he told her. "Any police?"

≈ΘҖ≈

"Not as such." May said, clearly upset.

≈ΘҖ≈

"Or an ambulance? Rescue service?" the Doctor pushed on. "Anything official? Ever?"

≈ΘҖ≈

"I can't keep note of everything." she told him.

≈ΘҖ≈

"What if there's no one out there?" The Doctor asked.

Brannigan angrily snatched the handheld away from him. "Stop it. The Cassinis were doing you a favor."

"Someone's got to ask." Elena said softly.

"You might not talk about it," the Doctor continued, "but it's there. In your eyes." He stared at Brannigan. "What if the traffic jam never stops?"

"There's a whole city above us." Brannigan told him. "The mighty city-state of New New York. They wouldn't just leave us."

"In that case, where are they?" The Doctor shot back. "Hmm? What if there's no help coming not ever? What if there's nothing? Just the motorway, with the cars going round and round and round, never stopping? Forever?"

"Shut up!" Valerie yelled. "Just shut up!"

Just then the screen lit up. The news was back.

"This is Sally Calypso, and it's that time again." the blonde woman said. "The sun is blazing high in the sky over the New Atlantic, the perfect setting for the daily contemplation."

"You think you know us so well, Doctor." Brannigan told him. "But we're not abandoned. Not while we have each other."

He and Valerie exchanged a sad smile.

"This is for all of you out there on the roads." Sally continued. "We're so sorry. Drive safe."

The Doctor and Elena watched with something akin to horror as all around them, the cars began to sing, _Old Rugged Cross_.

_On a hill, far away_  
_Stood an old, rugged cross_  
_The emblem of suffering and shame_  
_And I love that old cross_  
_Where the dearest and best_  
_For a world of lost sinners was slain_  
_So I'll cherish the old, rugged cross, rugged cross_  
_Till my trophies at last I lay down, I lay down_  
_I will cling to the old rugged cross, rugged cross_  
_And exchange it someday for a crown._

≈ΘҖ≈

A tear slipped down Martha's face as the song came to an end.

"Fast lane access, please drive safely." the electronic voice said.

"We made it." Milo breathed, sharing a smile with Cheen. "The fast lane."

≈ΘҖ≈

"Doctor, think about it." Elena said.

The Doctor looked at her. "What?"

"If our roles were reversed," Elena said. "And we were in Brannigan and Valerie's place, would you risk the safety of the children? Even to find out whatever is down there? And Martha?"

The Doctor considered what Elena had just said. She was right. Even though he wanted to find Martha badly, he wouldn't endanger the kittens.

"I want to find Martha just as bad as you do." Elena said. "But I won't do if the cost is these people and their children's lives."

They stared at each other for a few more minutes before he nodded. Elena looked at Valerie who gave her a grateful smile and Elena smiled back.

"If you won't take us, we'll go down on our own." The Doctor announced as both he and Elena scrambled to the middle of the car. The Doctor pulled out the sonic screwdriver and began inspecting the floor. Brannigan and Valerie turn, shocked.

"What do you think you're doing?" Brannigan demanded.

"Finding our own way." The Doctor replied. "I usually do."

"Capsule open." said an electronic voice.

Valerie and Brannigan looked on in horror as a door in the floor of the car opened, revealing the hundreds of cars below them. Both Elena and the Doctor saw one pull up right underneath the opening. Both were preparing to jump down.

"Here we go." The Doctor said. He took off his overcoat and threw it to them. Valerie caught it. "Look after that. I love that coat. Janis Joplin gave me that coat."

Elena rolled her eyes.

"But you can't jump!" Valerie told him.

"If it's any consolation, Valerie," he told her. "Right now _I'm_ having kittens." He then looked at Elena. "Once I've jumped, you jump. I'll catch you." Elena nodded.

"This Martha..." Brannigan said, "she must mean an awful lot to you two."

"Hardly know her." The Doctor replied. "I was too busy showing off." He refused to meet their eyes. "And I lied to her. Couldn't help it, just lied." He looked at the two. "Bye then!" And jumped out.

He landed on top of the next car and coughing from the fumes. He looked up. "All right, Lena!"

Elena nodded and slid into the opening, hanging onto the car. She looked at the two. "To answer your question, Brannigan..." she looked at him. "Yeah, Martha means a lot to me. Because she's my friend." Smiling, she gave Brannigan and Valerie a two-finger salute. "See ya." and jumped down as well. The Doctor caught her by the waist, steadying her.

≈ΘҖ≈

"They're completely insane!" Valerie said, watching him go.

"That..." Brannigan agreed, "and a bit magnificent."

≈ΘҖ≈

The Doctor used the sonic screwdriver to open the top of the car he and Elena had just landed on. They dropped in to find a very pale man in a white suit.

"Who the hell are you two?" he asked him.

"Sorry," the Doctor said.

"Motorway Foot Patrol." Elena said quickly. "We're doing a survey. How are you enjoying you motorway?"

Without pausing to listen, both Elena and the Doctor leaned down. The Doctor then used the screwdriver and began opening the hatch.

"Well, not very much." the man told him. "Junction Five's been closed for three years!"

"Really?" Elena asked. "Thank you. Your comments have been noted. Have a nice day!"

The Doctor jumped out again. Elena followed.

≈ΘҖ≈

"Quick thinking, Lena." the Doctor complimented.

Elena grinned. "Thanks. I think I'm picking up a few new habits from you."

The next car contained two very startled Asian girls. The Doctor spotted two bandanas and held them up. "Do you mind if we borrow these?" he handed Elena one. "Not my color, but thank you very much." He jumped into the next car. Elena smiled her thanks to the two before following.

≈ΘҖ≈

They found the occupants completely naked.

"Oh, Jesus!" Elena said, looking away.

"Oh! Don't mind us!" the Doctor said.

The jumped to the next car.

≈ΘҖ≈

The next one held a large red man.

"I think I've just been blinded for life, Doctor." Elena muttered.

The Doctor looked at her and grinned.

And down they went, each car closer to Martha.

_Hang on a bit longer, Martha._ Elena thought. _We're coming._

≈ΘҖ≈

Martha, Milo, and Cheen stared dejectedly at the screen that said BROOKLYN JUNCTION.

"Try again." Cheen said.

Milo reached out and tapped EXIT 1. Instantly a message popped up saying 'JUNCTION CLOSED'.

"Brooklyn turnoff one closed." a voice told them.

"Try the next one." Cheen urged.

"Brooklyn turnoff two closed."

Cheen moaned. "What do we do?"

"We'll keep going round." Milo told her calmly. "We'll do the whole loop. By the time we come back round, they'll be open."

Once again, they heard the noise.

"You're still calling that air vents?" Martha asked.

"What else could it be?" Milo shot back.

The same noise.

"What the hell is that?" Cheen asked, starting to panic.

"It's just…the hydraulics." Milo said, obviously not even believing it himself.

"Sounds like it's…alive." Martha said.

"It's all exhaust fumes out there." Milo told her. "Nothing could breathe in that."

"Calling Car Four Six Five Diamond Six." the electronic voice said. "Repeat, calling Car Four Six Five Diamond Six."

Milo grabbed the handheld. "This is Car Four Six Five Diamond Six. Who's that? Where are you?"

"I'm in the fast lane about 50 yards behind." a voice on the other end told them. "Can you get back up? Can you get off the fast lane?"

"We only have permission to go down." Milo told her. "We-we need the Brooklyn Flyover."

"It's closed." she told him. "Go back up."

"We can't." Milo replied. "We'll just go round."

"Don't you understand?" she shouted. "They're closed! They're always closed!"

Cheen covered her mouth, seeming on the verge of hyperventilating.

"We're stuck down here." the other woman continued. "And there's something else. Out there in the fog. Can't you hear it?"

"That's the air vents." Milo told her.

"Jehovah!" the voice swore. "What are you, some stupid kid? Get out here!"

Suddenly, screaming rang out from the other end.

"What was that?" Milo shouted.

"I can't move!" the voice shouted back. "They've got us!"

"But what's happening?" Milo shouted.

Martha grabbed the transmitter from him. "What's got you? What is it?"

More screaming came through.

"Hello?" Milo called.

"Just drive, you idiots!" the girl shouted. "Get out of here! Get out!"

"Can you hear me?!" Milo yelled. "Hello?!"

"Just drive!" Martha shouted at him. "Do what she said-get us out of here!"

"But where?" Milo asked.

"Just straight ahead!" Martha told him. "And fast!" How she wished Elena and the Doctor were here right now.

"What is it?" Cheen sobbed. "What's out there? What is it?"

≈ΘҖ≈

The Doctor opened the hatched and he and Elena jumped into the next car

A man in a suit and a bowler hat looked at them and demanded. "'Scuse me. Is that legal?"

"Sorry," The Doctor said, coughing. "Motorway-cough-Foot-cough-Patrol-cough-cough-Whatever. Have you got any water?"

"Certainly." the man replied reaching over to a cooler. "Never let it be said I've lost my manners."

He handed two cups of water to them. One of the Doctor and the other for Elena. Both drained the water in seconds.

"Thanks." Elena said.

"My pleasure." the man replied.

"Is this the last layer?" the Doctor asked the man.

"Ah, we're right at the bottom." he replied. "Nothing below us but the fast lane."

"Can we drive down?" Elena asked.

"Well, we could." the man told him.

"Well, why don't we?" The Doctor asked.

As the man was about to answer, Elena and the Doctor moved to the bottom hatch.

"Hold on." the Doctor said.

"You can't jump." the man shouted. "It's 1,000 feet down!"

"No," the Doctor replied, "I just want to look."

Below them was a thick, murky fog, dotted with hundreds of tiny lights. They heard a distant roar.

"What's that noise?" The Doctor asked.

"I try not to think about it." The man said, though Elena could see he wanted to know as well.

"What are those lights?" The Doctor asked. "What's down there?" He started coughing again, waving a hand in front of his face to try to clear the smoke away from him. "I need to see." He suddenly ran to the front screen. "There must be some sort of ventilation." he muttered. "If I could just transmit a pulse through this thing, maybe I could trip the system, give us a bit of a breeze."

≈ΘҖ≈

Back in Brannigan and Valerie's car, they looked up as sparks begin to fly from the ceiling.

"Just what we need..." Brannigan moaned, "pirates!"

"I'm calling the police!" Valerie said.

The door fell down and in came another cat in a nun's habit, holding a gun.

"The Doctor and Elena." the cat nun demanded. "Where are they?"

≈ΘҖ≈

The man in the suit starred on in horror as the Doctor destroyed the wiring beneath his screen.

"That's it!" The Doctor exclaimed. He got up and ran back to the bottom hatch where Elena and the man were. "Might sift the fumes a bit, give us a good look."

All three waited as the fog cleared enough to let them see what was below them.

"What are those shapes?" the man asked.

Just as he asked that question, the fading smoke revealed huge, snapping claws.

"They're alive." The Doctor said softly.

"Doctor, what the hell are those things?" Elena asked.

"Macra." the Doctor replied simply.

"What are Macra?" Elena asked.

≈ΘҖ≈

Milo and Cheen's car was shaking even worse now and everyone was panicking.

"Go faster!" Cheen screamed.

"I'm at top speed!" Milo yelled back.

"No access above." the electronic voice told them with the message PROXIMITY WARNING appearing on the screen.

"But this is an emergency!" Milo yelled into the transmitter.

"Thank you for your call." the voice replied. "You have been placed on hold."

"Turn everything off!" Martha yelled.

Milo turned and stared at her. "You've got to be joking!"

"No," she replied, "listen, it's all fog out there, so how can they see us? Maybe it's the engines, the sound, or the heat, or the light-I don't know! Turn everything off! They might not be able to find us!"

"What if you're wrong?" Milo demanded.

"It can't be worse than this!" Martha shot back. "Just do it!"

Milo waited a second before switching off everything. The console went dark and the shaking subsided.

"They've stopped." Cheen whispered.

"Yeah, but they're still out there." Milo replied.

"How did you think of that?" Cheen asked Martha.

"I saw it on a film." Martha replied. It would've been funny if they weren't so terrified. "They used to do it in submarines. Trouble is, I can't remember what they did next."

"Well, you better think of something," Milo told her, "because we've lost the aircon. If we don't switch the engines back on, we won't be able to breath."

"How long have we got?" she asked.

Milo sighed. "Eight minutes, maximum."

Cheen began to cry, softly.

≈ΘҖ≈

The Doctor was leaning back on his haunches, watching the Macra.

"And what _exactly_ are Macra?" Elena asked.

"The Macra used to be the scourge of this galaxy." he told Elena. "Gas. They fed off gas, the filthier, the better. They built up a small empire using humans as slaves and mining gas for food."

"They don't exactly look like empire-builders to me." the man replied.

"Well, that was millions of years ago. Billions." the Doctor explained. "They must've devolved down the years and now they're just beasts." he sighed. "But they're still hungry and my friend's down there."

All three looked up as the top hatch of the car popped open.

"Oh, it's like New Times Square in here, for goodness's sake!" the man complained.

Feet appeared and the cat nun dropped into the car.

"I've invented a sport!" The Doctor exclaimed.

"Doctor. Elena." the nun said when she spotted him, "You're very hard to find."

"No guns!" the man said, pointing to the one in her hands. "I'm not having guns!"

"I only brought this in case of pirates." she told him before turning back to the Doctor and Elena. "Doctor. Elena. You both have got to come with me."

"Hang on." Elena said. "How do you know my name?"

"All will be explained." the cat said.

"Do I know you?" the Doctor asked, studying her face.

"You haven't aged at all." she said in wonder, turning back to face him. She then looked down. "Time has been less kind to me."

"Novice Hame!" the Doctor exclaimed, grabbing her in a hug. "No, hold on, get off." He pulled away. "Last time we met, you were breeding humans for experimentation."

Elena looked at Hame in horror. "What?!"

Hame looked ashamed. "I've sought forgiveness, Doctor, for so many years, under his guidance. And if you both come with me, I might finally be able to redeem myself."

The Doctor shook his head. "We're not going anywhere. You've got Macra living underneath this city. Macra! And if my friend's still alive, she's stuck down there!"

"You both have got to come with me right now!" Hame demanded.

"No way!" Elena said.

"No, no, no, you're coming with me." he told her. "You're going to help us get our friend back!"

"I'm sorry, Doctor." she told him. "But the situation is even worse than you can imagine." Without another word, she grabbed his and Elena's wrists in one hand and pressed a button on the bracelet she was wearing. "Transport."

"Don't you dare!" the Doctor yelled. "Don't you dare!"

"No!" Elena shouted.

But it was too late. They disappeared in a flash of light before he could do anything.

≈ΘҖ≈

Both he and Elena found themselves laying on a dusty floor in a lot of pain. Elena opened her eyes and saw they were in a large yet unkempt room. There was junk everywhere and streams of sunlight was flooding in irregularly. All three picked themselves up off the floor.

"Oh!" he moaned. "Rough teleport. Ow." he collected himself. He walked up to Elena and looked her over before gazing at her. "You okay, Lena?"

Elena nodded. "Just a slight headache."

The Doctor nodded and then rounded on Hame. "You can go straight back down and teleport people out, starting with Martha."

"I only had the power for one trip." Hame told him.

"Then get some more!" he yelled.

"Where are we?" Elena asked in a calm voice seeing how much the Doctor was upset. She was too, but she knew yelling at Hame would help them get Martha out of the motorway any faster.

"High above," she answered, "in the over-city."

"Good!" the Doctor said. "'Cause you can tell the Senate of New New York I'd like a word. They've got thousands of people trapped on the motorway! Millions!"

"But you're inside the Senate, right now." she told him softly. "May the goddess, Santori, bless them."

Both Elena and the Doctor looked around for the first time and realized there were hundreds of skeletons all around them.

"They died, Doctor." Hame continued. "The city died."

"How long's it been like this?" Elena asked, seeing the fight in the Doctor was all but gone.

"24 years." Hame said.

"All of them?" the Doctor asked. "Everyone? What happened?"

"A new chemical." Hame told him. "A new mood. They called it Bliss." She knelt next to the nearest body and picked up a token that had the word BLISS emblazoned on it. "Everyone tried it. They couldn't stop. A virus mutated inside the compound and became airborne. Everything perished-even the virus, in the end. It killed the world in seven minutes flat. There was just enough time to close down the walkways and the flyovers, sealing off the under-city. Those people on the mortorway aren't lost, Doctor. They were saved."

"So they whole thing down there is running on automatic?" The Doctor asked her.

She nodded. "There's not enough power to get them out. We did all we could to stop the system from choking."

"Who's 'we'?" he asked. "How did you survive?"

"He protected me." she said with a smile. "And he has waited for you, these long years."

"Doctor. Elena." a low rumbling voice called.

Both Elena and the Doctor turned. It seemed the Doctor recognized the voice because dashed into the next room, with Elena following.

She had... no. Wanted to know the owner of voice since she heard it in her mind. In the next room, they saw a huge face with tentacles on the side in a glass jar.

"Who is this, Doctor?" Elena asked.

"The Face of Boe." he said walking over, kneeling and laying a hand on the glass. He turned to her. "Come say hello."

Elena slowly walked over and knelt down too, looking into the Face of Boe's eyes. "I heard your voice."

The Doctor looked at Elena. "What?"

Elena looked at him. "Remember when we first arrived, I stumbled before you caught me?"

The Doctor nodded. He remembered all too well and it scared him. Seeing Elena stumble. He thought something had been terribly wrong with her and that was what scared him. "You said you heard a voice in your head. Like someone was trying to communicate with you." he grinned. "You said it felt weird."

Elena smiled. "It did." she looked at the Face of Boe. "I think it was the Face of Boe."

The Doctor looked at the Face of Boe.

"Indeed it was I." the Face of Boe said. "Sorry for frightening you."

Elena smiled, forgiving him. "It's all right."

"I knew you both would come." the Face of Boe said.

"Back in the old days," Hame said. Elena looked at her. "I was made his nurse, as penance for my sins."

"Old friend, what's happened to you?" the Doctor asked softly.

"Failing." he replied.

"He protected me from the virus by shrouding me in his smoke." Hame told them.

"That was a very noble thing to have done." Elena said.

"But with no one to maintain it, the City's power died." Hame continued. "The under-city would have fallen into the sea."

"So he saved them." Elena said softly.

"The Face of Boe wired himself into the mainframe." Hame explained. "He's giving his life force just to keep things running."

Elena felt her heart constrict for some reason. Even though she had just met the Face of Boe, she felt connected to him for some reason. Like they shared a bond.

"But there are planets out there." The Doctor protested. "You could have called for help."

Hame shook her head. "The last act of the Senate was to declare New Earth unsafe. The automatic quarantine lasts for one hundred years."

"They abandoned Earth?!" Elena yelled.

"So the two of you stayed here..." the Doctor said, getting to his feet. "on your own, for all these years."

"We had no choice." she replied.

The Doctor reached out and laid a hand on her shoulder. "Yes, you did."

"Save them, Doctor. Elena." the Face of Boe pleaded. "Save them."

Elena stared at the Face of Boe for some time. Feeling determined now more than ever to save Martha, Valerie, Brannigan and their children, and the others, she stood. "Come on, Doctor." Both Hame and the Doctor looked at her. "We have work to do and people to save."

The Doctor grinned and went over to help. With that said, they both got to work.

≈ΘҖ≈

The car was silent and still and hopelessness seemed like a tangible thing.

"How much air's left?" Cheen asked weakly.

Milo glance at a clock. "Two minutes."

"There's always the Doctor…and Elena." Martha said without much conviction. "These friends of mine. They might think of something."

"Martha," Milo said, "no one's coming."

Cheen smiled sadly. "That man, the Doctor and the girl, Elena. They looked kind of nice."

"He's a bit more than that." Martha said with the slightest trace of humor.

"Are you and him…?" Cheen asked her.

"Nah," she replied, "but sometimes I think he needs someone with him." She sighed. "And then there's always Elena."

"So she and him are, then?" Cheen asked again.

Martha shook her head. "No, but I believe she and the Doctor need each other so desperately, even though they can't see it. I can see them...I don't know...function off each other." she told her. "I mean, you should see them together. They're brilliant together." She chuckled.

They let the conversation trail off.

"I never even asked." Cheen said suddenly. "Where's home?"

"It's a long way away." Martha told her. "I didn't really think I just followed the Doctor, and…they don't even know where I am." she said, realizing for the first time. "If I died here, they'd never know."

"So, um, who are they, then?" Milo asked. "This Doctor and Elena."

"I don't know." Martha admitted. "Well, the Doctor doesn't say much about himself and Elena. She's human like me. She doesn't talk much about herself either."

They all looked at each other.

"Well, that's no use!" Cheen said, horrified.

"It is, though," Martha assured them, "because you haven't seen the things they can do. Honestly, just trust me, both of you. You've got your faith, you've got your songs and your hymns. And I've got them. The Doctor and Elena. I _believe_ in them."

≈ΘҖ≈

At that exact moment, another symbol lit up on Elena's crystal, unnoticed by everyone, except to the Face of Boe who smiled. _So it has begun already. Soon they shall know._

≈ΘҖ≈

"Right." Milo said. And with that, he turned the car back on.

"System back online." their electric friend said.

"Good luck." Milo said.

"And you." Martha replied.

≈ΘҖ≈

The Doctor and Elena were huddled around a screen and the Doctor had broken out the brainy specs.

"Car Four Six Five Diamond Six-" he said.

"There!" Elena cried happily, pointing to the screen. "it still registers! That's Martha!" She grinned at the Doctor and he her. "Oh, she's awesome!"

"Novice Hame, hold that in place." the Doctor called. He handed her a piece of thick tubing before running off. Elena right behind. "Think, think, think. Take residual energy, invert it, feed it through the electricity beds."

"There isn't enough power!" Hame called.

The Doctor reached his destination and now stood in front of a wall with two screens, lots of wires, and even more buttons. "Ah, but you've got power! You've got me and Lena! And she's brilliant with computers, just you watch." he grinned over at Elena, whom blushed at the compliment. "Hame, every switch on that bank, up to maximum!" He then fiddled with a knob on the floor, aiming the sonic screwdriver at it as well. "I can't power up the city, but all the city needs is people." He hit the console before jumping up.

"So what are you going to do?" Hame asked him.

"This!" Elena flipped a giant switch on the floor and all the lights on the consoles went out. "No, no, no no no no no! The transformers are blocked. The signal can't get through!"

"Doctor…" the Face of Boe called. "Elena..."

"Yeah, hold on, not now." the Doctor called back, distracted.

Elena stopped and looked at the Face of Boe. _What is the Face of Boe doing?_

"I give you my last…" he replied.

"Doctor..." Elena said, watching as the Face of Boe let out a long, rasping breath. She then saw every console switch back on and everything began working The Doctor leapt up again, suddenly illuminated.

"Hame, look after him!" The Doctor called. "Don't you go dying on me, you big old face. You've got to see this." He flicked the huge switch again.

Novice Hame was busily turning a wheel next to the Face of Boe.

"The open road." the Doctor yelled. "Hah!"

Seeing that the Face of Boe was in good hands for now, Elena joined the Doctor.

≈ΘҖ≈

A loud crack and bang rang out and Brannigan and Valerie looked around in wonder.

"What in Jehovah was that?" he asked.

"It's coming from above!" Valerie exclaimed.

"What is it?" he asked. "What's happening?!"

Valerie quickly covered the kittens.

"By all the cats in the kingdom!" Brannigan gasped.

They could see gaps beginning to form in the ceiling above them.

"What is it?" Valerie asked. Suddenly, sunlight hit her face and she shielded her eyes. "What is it?"

Brannigan began to laugh like crazy. All the doors were open.

"It's the sun!" Valerie breathed. "Oh, Brannigan!" She briefly reached out to him before pulling the blanket off the kittens. "Children it's the sunlight."

Suddenly the monitor sprang to life.

"Sorry." the Doctor said, "No Sally Calypso, she was just a hologram. My name's the Doctor." Elena came into view. "And my name is Elena Mathews. Hello." she waved, winking.

≈ΘҖ≈

"It's the Doctor and Elena!" Martha cried happily. "Oh I knew they wouldn't let us down!"

≈ΘҖ≈

"They're magicians." Brannigan said, happily.

"And this is an order." the Doctor continued. "Everyone, drive up. Right now."

"Is he serious?" Brannigan asked.

Valerie just laughed in stunned disbelief.

"Lena and I have opened the roof of the motorway." the Doctor said. "Come on. Throttle those engines. Drive up. All of you, the whole under-city. Drive up, drive up.

"Drive up! Fast!" Elena yelled. "He said drive up **NOW**!"

"Here we go." Brannigan said, following their orders.

"We've got to clear that fast lane." the Doctor told them. "Drive up and get out of the way."

≈ΘҖ≈

"Oi!" The Doctor called. "Car Four Six Five Diamond Six! Martha! Drive up!"

"We can't go up!" Milo protested. "We'll hit the layer!"

"Just do as they say!" Martha ordered. "Go up!"

"You've got access above!" the Doctor told them. "Now go!"

"He said go, you nitwit!" Elena said. "And when he tells you to do something...**YOU DO IT**! _**NOW DRIVE UP**_!"

Milo did as he was told and the three of them stared in wonder at the sunlight hitting their faces.

"It's daylight!" Cheen exclaimed. "Oh my God. That's the sky, the real sky!"

"They did it!" Martha yelled before giving Cheen a tight hug. "I told you, they did it!"

≈ΘҖ≈

Back in Brannigan's car, they were celebrating.

"Did I tell you, Doctor?" he yelled. "You're not bad, sir. You're not bad at all!"

≈ΘҖ≈

Back in the Senate, the Doctor watched it all unfold on a screen with a microphone in his hand. Elena walked over to stand next to him, smiling.

"You keep driving, Brannigan, all the way up! 'Cause it's here, just waiting for you." he said. He walked over to the window, grabbing Elena's hand, pulling her with him. "The city of New New York. And it's yours."

Elena peered in. "You drive safely, you two."

"Will do, Elena." Brannigan said.

"And thank you." Valerie said.

"Goodbye, Brannigan. Valerie." Elena smiled. "It was nice meeting you both."

"You as well." Brannigan said.

"Take care." Valerie said.

"You as well. Both of you." Elena said. Gently releasing the Doctor's hand, she walked to the Face of Boe. She crouched down next to him and began chatting.

"And don't forget-" the Doctor said. "I want that coat back."

"I reckon that's a fair bargain, sir." Brannigan agreed.

"And Car Four Six Five Diamond Six," the Doctor called, "I've sent you a flight path. Come to the Senate."

"Doctor!" Hame called.

The Doctor turned to find her and Elena staring in horror as the case encloses the Face of Boe began to crack.

≈ΘҖ≈

Martha ran into the Senate room to be brought up to a skeleton, which she found more than a little disturbing. "Doctor? Elena?"

"Over here." she heard the Doctor call. She walked into the next room. Elena saw Martha and stood. Both smiled ran to each other, hugging one another. Martha gladly returned.

"Thank God, you're safe, Martha." Elena said.

"What happened here?" Martha asked when Elena finally let her go. She took in the Doctor, who was kneeling with Novice Hame in front of the Face of Boe. She saw the look of distress on Elena's face. "What's that?" She moved closer with hesitation.

"It's the Face of Boe." the Doctor told her. "It's all right. Come and say hello."

Elena caught her glance at Hame. "That's Hame. She's a cat. Don't worry. She's very nice."

"He's the one that saved you, not us." the Doctor told her.

"My lord gave his life to save the city." Hame added.

Martha came and knelt next to the Doctor while Elena moved and knelt right next the Face of Boe. She made to place her hand on the Face of Boe, but stopped.

"It's all right, Elena." the Face of Boe said gently. "Go ahead."

Smiling, Elena laid her hand on his cheek. The Face of Boe closed his eyes and sighed in bliss, like he was feeling a hand from a long lost friend.

"And now he's dying." Hame continues.

"No." the Doctor said. "Don't say that! Not him. He has plenty of life left."

"Elena. Doctor…" the Face of Boe said weakly. "It's good to… breathe… the air once more…"

"Who is he?" Martha asked.

The Doctor shrugged. "I don't even know. Legend says the Face of Boe has lived for billions of years, isn't that right? And you're not about to give up now."

"Everything has it's time…" The Face of Boe replied. "You know that… old friend… better than most…"

"The legend says more." Hame said.

"Don't." the Doctor said. "There's no need for that."

"It says that the Face of Boe will speak his final secret to two travelers." she continued.

"Two?" Elena asked.

"I have seen so much." The Face of Boe said. "Perhaps too much. I am the last of my kind-though you aren't the last of yours, Doctor."

The Doctor was taken back. He _knew_ he was the last of his kind. If he wasn't, he would feel them in his head. "Yes I am. That's why we have to survive." he told him, desperate. "The two of us. Don't go."

"I must." The Face of Boe replied. "But know this, Time Lord. You are not alone." he then looked at Elena. "It is so good to see you again. Even it was for the last time."

"How do you know me?" Elena asked. "This is the first time we've met."

"We know each other." the Face of Boe said. "But the next time we meet, I shall look differently. Take good care of the Doctor, Elena. He'll be the most important man in your life." And with that, the Face of Boe closed his eyes for the last time.

The Doctor stared at him. Not knowing what came over her, Elena felt her throat tighten and tears well up, but she swallowed while holding the tears at bay. Martha looked on with respect. Novice Hame began to sob. Elena wrapped her arms around Hame in what she hoped was a comforting hug. It seemed to do the trick. Hame held onto Elena as she cried. Elena spoke soothing words.

Martha was the first to stand, followed by the Doctor. He went over to and placed an arm around her shoulders. All they could do was mourn for the loss of Boe.

≈ΘҖ≈

The Doctor had each arm around Elena and Martha as they walked through the alley where it had all begun. It was deserted.

"All closed down." The Doctor said.

"Happy?" Martha asked.

"Happy happy." he replied.

Martha laughed softly.

Elena was pondering what Boe had meant when he said they knew each, but she knew him. _What could he have meant?_

"New New York can start again." he told them. "And they've got Novice Hame. Just what every city needs-cats in charge! Come on, time we were off." He began to stroll off with Elena following behind, but Martha stayed put.

"But what did he mean?" she called. "The Face of Boe?" Both Elena and the Doctor stopped and turned around. "'You're not alone'."

"I don't know." The Doctor admitted.

"You've got me." she said, moving closer. "And Elena. Is that what he meant?"

The Doctor shook his head, his mouth twitching as if he was trying not to laugh at her. "I don't think so. Sorry."

Martha huffed. "Then what?"

"Doesn't matter." he replied. "Back to the TARDIS, off we go." He turned and walked off again, but this time both Martha and Elena remained where they were. Martha grabbed a fallen chair and sat down on it.

The Doctor heard it and turned back around, looking at the two of them. Now he was slightly annoyed. "All right, you staying? Both of you?"

"Doctor, even I'm curious as to what Boe meant." Elena said.

"Till you talk to me properly." Martha replied, "Yes. He said, "Last of your kind". What does that mean?"

"It really doesn't matter." The Doctor told her.

"You don't talk!" Martha said, finally losing her temper. "You never say! Either one of you! Why not?"

Suddenly a new sound reached them. The city was singing.

_Fast falls the eventide…_

"It's the city." Elena whispered.

_The darkness deepens…_

"They're singing." Martha said.

_Lord, with me abide…_

"Doctor, she deserves to know." Elena told him softly.

_When other helpers fail…_

He stared at Elena and nodded. He looked at Martha. "I lied to you. 'Cause I liked it. I could pretend. Just for a bit, I could imagine they were still alive, underneath a burnt orange sky." Martha stared at him, shocked. "I'm not just Time Lords. I'm the _last_ of the Time Lords. The Face of Boe was wrong. There's no one else."

Martha shook her head slightly. "What happened?"

The Doctor sighed and grabbed a chair and putting it down in front of her. Elena also grabbed a chair and sat between the two.

"There was a war." he told her simply. "A Time War. The last great Time War. My people fought a race called the Daleks, for the sake of all creation. And they lost. They lost, everyone lost. They're all gone now. My family, my friends, even that sky. Oh you should have seen it, that old planet." He smiled, having a far-off look. "The second sun would rise in the south, and the mountains would shine. The leaves on the trees were silver, and when they caught the light every morning, it looked like a forest on fire. When the autumn came, the breeze would blow through the branches like a song."

"What about you, Elena?" Martha asked. "How did you meet the Doctor?"

"Lena…" the Doctor said. "You don't have to."

Elena looked at the Doctor. "No, Doctor. Martha asked." The Doctor and Martha could see how upset she was. Elena took a deep breath. "My parents were murdered by the same creatures... Daleks. This happened at Canary Wharf. That's where I met the Doctor. End of story."

_The darkness deepens…_  
_Lord, with me abide._


	15. The Cemetery

After the trio came back into the TARDIS, the Doctor entered the coordinates for the Vortex they could just relax for a while before their next adventure. Immediately after that was done, Elena went to her room and took a shower.

Thirty minutes later, Elena felt clean and refresh and was sitting in the open doorway to the TARDIS, looking out at the stars, wearing a red traditional plaid flannel shirt, pink hoodie, a black coat for women, black pants, and black boots. The coat would have normally ended a foot lower than her knees, but since she was sitting, it had ridden an inch below her knees. Her hair was in pigtails.

As she sat there, looking at the stars, she held a family photo of herself and her family, whom she had recently began missing. The photo she held was taken in the park. In the photo, Conner had his arms wrapped around Tammy, standing on the right side of the group. Nick and Claire were on the left, each holding their children.

She and Katie were in the middle while Leo, Betsie, and Deducer stood in back of the group. Jack stood with Elena and Katie. Since Elena was taller, she stood in front of her father. Leo had his arms wrapped around Betsie. Deducer's arms were around Katie and Elena. Katie was a bit shorter than her mother. Jack stood between Nick and Claire and everyone was smiling happily.

_I miss you all._ Elena thought sadly, gazing at her family. _But I'm having such grand adventures._ She continued looking out into the nebula. After ten minutes of just gazing at the nebula, Martha walked in and saw Elena sitting alone. Being curious, she joined her and saw Elena was holding a framed photo. "Who are they?"

Just then a familiar tune began playing, _My Name Is Lincoln_, by Steve Jablonsky from the movie, _The Island_.

Elena smiled and looked at her. "My family."

By this time, the Doctor had also come in and saw the two. Also becoming curious, he joined them, sitting on Elena's other side, and looked at the photo as well, instantly recognizing everyone except Deducer and Jack.

Elena looked at the framed photo and pointed to everyone as she named them. "That's my father, Leo." she pointed to him. "My mother, Betsie." pointed to her. "They were the best parents I could have asked for when I was growing up." she looked at Martha and she her before looking back at the photo. "I wouldn't have traded them for anyone in the world. I wish you could have met them before they died. They would have loved you."

All three shared a smile.

"That's my eldest brother, Conner. He's overly protective of me and my sister, Katie." she pointed to him. "That's Tammy. His girlfriend and possible future wife." she pointed to her. "She has a temper, which you would not want to be at the other end of. She will give you such a tongue lashing, but she's also very sweet and puts Conner in his place when the situation calls for it." her smile widened. "My second eldest brother, Nick." pointed to him. "He's the logical/peacemaker brother of the family. His wife, Claire and their children, Danielle and Anthony." pointed to each of them. "Claire's a sweetheart. Danielle or Dani is so sweet. Anthony of Tony, he's like Nick, but with a pinch of Conner." She then pointed at the blonde girl standing next to her in the picture. "And that's Katie, my younger sister."

Martha smiled and gazed at the family photo. "I would really love to meet them some time." she then pointed at Deducer and Jack. "Who are they?"

Elena smiled. "Two men I consider family." Her eyes glazed over as she spoke of her family. She heard the choir join the music. Her voice then became sombre. "I haven't been totally honest with you, Martha." Martha looked at Elena. "I told you my parents died at Canary Wharf. That's true. They were killed by a race known as Daleks. From what I can guess, they have no concept of anything except death and destruction. This happened after your cousin... didn't come back."

"What happened to her?" Martha asked.

Elena looked at her with sympathy. "You know those Cybermen?" Martha nodded. "They... uh... did something to her. She's dead, Martha. I'm sorry."

Martha looked away, a look of devastation on her face. "Oh, my God."

Elena wrapped a arm around her. "The administrator there, Yvonne Hartman had asked my dad to call me and ask me to come to the Torchwood Tower. My parents had worked on a machine that could control. But they needed something."

Martha looked at her. "What?"

"My pendant. Yvonne told us they wanted to use my pendant and the machine to control the aliens so they could use them as soldiers to protect Earth." Elena spat bitterly. "I didn't believe her at all." She looked back into the nebula. "After the Cybermen began invading the Doctor knew he had to get rid of both the Daleks and the Cybermen and the only way was to send them to the Void. The Doctor sent Rose, her mother, Jackie, Pete, Mickey, and another to a parallel world of ours for safety."

"Why didn't he send you?"

"Because she didn't have any residue that would have pulled her into the Void." the Doctor answered. "Rose and I did."

All three heard the choir join in with the music.

"Unfortunately," Elena continued. "We didn't predict Rose to come back. We had only enough time to get everything in order before the Cybermen came and got into place."

"What happened?"

"The Doctor and Rose opened the breach and ran to these things called Mega clamps that kept us from being sucked into the Void." Elena said. "The Daleks and Cybermen were sucked into the Void and it looked like everything was going to plan."

"What went wrong?" Martha asked.

"The lever on Rose's side went offline." Elena said. "Rose let go of the Mega clamp even though I told her not to. She ignored me and was able to get it back online, but all that was keeping her from being sucking into the Void was lever she was holding onto."

"Wha..."

The music crescendoed.

"The suction was too great." Elena felt tears in her eyes and her throat constrict. "She went hurtling towards the Void and the Doctor and I thought..."

The Doctor could see the turmoil Elena was going through. Wanting to let her know he was there for her, he wrapped his arm around her, rubbing his hand up and down her arm in a comforting manner.

Elena felt the Doctor wrap her in a one-arm hug and felt her heart beat speed up a little. She also felt a small blush on her face. She felt tingles throughout her entire body. Instead of shielding away from his touch, she leaned into it. She didn't know what it was about the Doctor, but when she was around him, he made her feel safe. After a few minutes, she continued. "... we thought she would be lost. But it seemed Fate was kind. Pete appeared and Rose flew into his arms. Rose had only seconds to look back at us before they were transported back to the parallel world."

Martha stared at her in shock. "What happened after?"

"That was when I found out my parents had been shot by a Dalek." Elena said, her voice soft. "They told me to travel like I wanted to." she smiled. "My dad asked the Doctor to look after me and the Doctor promised. We then went back to the TARDIS and the Doctor and Rose were able to speak to each other. I was able to say my goodbyes to Rose."

The music started to come to an end.

Martha stared at her in shock.

"So, that's my story." Elena said. After a few minutes so she could collect herself, she looked at the Doctor. "I want to see my family. Let them know how I'm doing."

The Doctor nodded, stood and went over to the console and began setting the coordinates.

Elena also got up, gently shut the doors and joined them. "I'll let Katie know we're coming." she dialed Katie's number.

"Hello?" Katie said.

"Katie, its Elena."

"Elena!" Katie exclaimed. "How are you? Been having adventures?"

Elena smiled. "Yep. Just want to let you know I'm going to come by the cemetery for a visit. You can let the others know."

"Will do." Katie. "Talk to you later."

"Thanks." Elena said and they hung up. She looked at the Doctor. "They're buried at Newport Cemetery."

The Doctor set the coordinates.

≈ΘҖ≈

Katie then called Conner.

After a few rings...

"Yeah?"

"I just got a call from Elena."

"How is she?" Conner asked.

"She's good." Katie said. "But she said she's going to the cemetery to visit mom and dad."

"Okay." Conner said. "I'll call Nick and have him and his family meet me and Tammy meet us at the cemetery."

And with that, they hung up.

≈ΘҖ≈

Conner dialed Nick's number.

"Hello?"

"Nick, it's Conner."

"Conner?" Nick asked. "What's up?"

"Katie got a call from Elena."

"Elena?" Nick asked.

"Yep." Conner said. "Katie said Elena's heading over to the cemetery. Figured you and Claire and the munchkins would meet up with me and Tammy?"

"Yeah, sure." Nick said.

"Great." Conner said.

And they both hung up.

≈ΘҖ≈

"Nick?" Claire asked. "What's wrong?"

Nick turned to his wife. "Elena called Katie. Said she was going to the cemetery. Conner wants us to head over there."

"All right." Claire said.

They then got the kids ready.

≈ΘҖ≈

As Conner's car pulled into Newport Cemetery, both he and Tammy saw that Nick and his family were already there.

Getting out, the two joined them.

"Have you seen Elena?" Conner asked.

"Not yet." Nick said, looking around. He looked at Conner. "You?"

"No."

"Come on." Conner said.

All six then walked over to Betsie and Leo's grave.

Just then everyone heard a familiar sound and turned and saw the TARDIS materializing.

"Here they come." Conner said.

≈ΘҖ≈

"Here we are." the Doctor said as soon as the TARDIS landed. "Newport Cemetery."

Elena gave him a grateful smile and went to the door and grasped one of the handles. All she do was just stand there, holding the handle, taking deep breaths. _I can do this. I can do this._ She thought repeatedly.

She felt a hand on her left shoulder. She turned to see the Doctor looking worriedly at her.

"You okay?"

"Yeah." she said. "I'm fine."

"We're here for you, Elena." Martha said she came to stand next to Elena's other side. She placed her hand on Elena's other shoulder. "And we're not going anywhere."

Giving them both a grateful smile. "Let me go out first. I want to spend a few minutes alone."

They nodded. Elena opened the door and stepped out.

≈ΘҖ≈

Everyone saw the door open and Elena walked out.

"Aunt Elena!" Dani and Tony squealed and made to go to her.

Hearing their cry, Elena turned and smiled. "Hey, guys." Dani and Tony hugged her. "You guys been good?" Both nodded. "Good. I'm gonna head over to your grandparent's graves for a minute."

"Can we come?" Dani asked. "We don't want you to be alone."

Elena felt her heart fill with warmth. "If it's all right with your parents."

Dani and Tony looked at their parents and with a nod from them, Elena and the children walked to Betsie and Leo's grave. Reaching the site, Elena held her niece and nephew's hands in hers, all three staring at the headstones.

_I'm never going to see them again._ Elena thought sadly. _Never hear their voices. Never get wrapped up in their arms and receive their special hugs._ By that last thought, tears began to well up and she allowed them to flow, not having the strength to keep them at bay. She closed her eyes, remembering all the times she had with them. _Never get smothered by their kisses. Never bake or go shopping with mom. Never help dad with those electronics that he and I loved tinkering with. He always said I had knack with electronics. That I could take them apart and make new things out of them. I could even make a broken computer working like it was new again._

As she reminisced, she felt hopelessly heartbroken, her tears falling thick and fast. She opened her eyes and looked at her parents headstones.

"Aunt Elena?" Tony asked worriedly. He gently tugged her hand.

Elena didn't seem to hear him. "I-I'm so sor-sorry, mum. Dad..." she choked with tears before she could finish her sentence. She took a moment to regain her composure before continuing. "I'm so sorry you both were killed. I wish... I wish it didn't turn out like it did."

≈ΘҖ≈

The Doctor and Martha walked out of the TARDIS, their eyes immediately were drawn to Elena, Dani, and Tony. They saw her shaking shoulders and how distraught she was. It broke both their hearts... well Martha's heart and the Doctor's two hearts. They were saddened by Elena's look pain and suffering.

≈ΘҖ≈

Conner and Nick saw the Doctor and a young, pretty black woman come out of the blue Police box.

"I wonder who the woman is with the Doctor." Conner said.

"Why don't we go and find out, Conner?" Nick said.

≈ΘҖ≈

Another shuddering sob escaped Elena's lips. "I miss you both very much and wish you were here." She smiled through her tears. "Wish you could have seen what I've seen. I've been to the Moon. There, I met a great woman named Martha Jones. I've seen aliens. Ones that call themselves Judoon. They're like the police or thugs for hire. A plasmavore that sucks blood like a vampire. The one I met used a straw and assimilated blood so it would register as the alien it sucks the blood from. Then I met William Shakespeare. _The_ William Shakespeare! He was quite different from what historians thought he'd be. I wasn't surprised. He tried flirting with me, but I wasn't interested. After battling aliens known Carrionites and almost getting sucked into this vortex. After that, I went to New, New, New York. I saw these big crab creatures called Macra and met this giant head who was called the Face of Boe. He was very nice and seemed very wise. He said he knew me and the next time we'd meet, he'd look different, but I've never met him."

After describing her adventures, Elena's face screwed up at the sudden feeling of pain and loss of her parents' death. Dani and Tony released their hold on Elena's hands and hugged her waist just as Elena began sobbing into her hands. Not being able to look at her parents headstones any longer, she looked away, now facing the Doctor and Martha, weeping inconsolably. Both saw the anguish etched on her face and eyes.

Full of concern, Martha ran across the cemetery and to her friend's side. Tony and Dani moved away, not knowing how to comfort their aunt. Martha embraced her friend. Seeking the comfort Martha was offering, Elena buried her head in her friend's shoulder, utterly wretched.

"Shh, shh." Martha said soothingly.

"They're gone, Martha." Elena whimpered. "They're gone. And they're never coming back."

"Shh, Elena," Martha soothed. "It's all right." She looked over her shoulder, at the Doctor for help.

Not wanting to see Elena in anymore distress, the Doctor ran over to the girls and stood on Elena's left while Martha was on her right. With gentle hands, he wrapped his right arm around her shoulder while his left hand was on her arm. Martha copied the Doctor's example.

"Shh, Lena." he said soothingly.

Elena laid her head on his chest as she cried.

"Is aunt Elena gonna be alright, Doctor?" Dani asked.

The Doctor and Martha looked at the girl.

"She's gonna be fine, Dani." the Doctor reassured. "She's just feeling... sad right now."

"About grandma and grandpa, right?" Tony asked.

The Doctor nodded. He then began to lead them all back to the TARDIS, he and Martha rubbing Elena's arms in a soothing manner.

"Doctor!"

All five looked to see Nick and Conner running towards them.

"Conner? Nick." Elena hiccuped, wiping her eyes.

"Are you all right, Elena?" Nick asked in concern. Elena nodded, sniffing a bit. Nick then looked at Tony and Dani. "I want you two to go to your mother."

"But..." Dani said.

"Don't argue, Danielle." Nick said sternly.

Dani nodded. "Yes, daddy." And the two children left.

"Hello." Martha smiled. "I'm Martha." She held her hand out. "Martha Jones."

Nick shook her hand. "I'm Nick."

"Yeah, I know." Martha grinned. "Elena's talked about you. Both of you. Said you're the peacemaker brother while Conner over there's the overly protective brother."

Nick grinned and nodded.

"We better head on." the Doctor said.

"Can..." Elena said slowly. "Can Nick and Conner come?"

The Doctor looked at Elena and saw the hopeful look she was giving him. He smiled. "Sure." he looked at the brothers. "Wanna join us?"

"I guess."

The four walked to the TARDIS and went inside.

≈ΘҖ≈

The Doctor ran to the console and set the coordinates and everyone held on as they were thrown into a new adventure.


	16. Daleks In Manhattan Prt 1

**AN:** Cover's up!

* * *

Everyone felt the TARDIS come to a halt.

"Okay." the Doctor said.

"So, Doctor..." Conner said. "Where are we?"

"Not _where_, Conner." Elena smirked. "But _when_."

The brother's eyes widen.

"Are you telling me we just went back in time?!" Conner exclaimed.

"Yep!" The Doctor grinned. "Isn't that great?"

"So..." Nick asked. "..._when_ are we then?"

"Don't know." the Doctor said. "I just randomly set the coordinates and the TARDIS flies through the Vortex."

"So..." Conner said. "What you're saying is you don't know where you go?"

"Yep." the Doctor grinned.

"Makes it the more fun." Elena joined in.

"Also..." Martha said. "Even though we don't know where we are. When we step out there... it can be an alien planet of somewhere in the past or the future."

"Well, let's see where we are, shall we?" He walked over to the doors with Martha, Elena, Nick, and Conner following.

≈ΘҖ≈

The first to come out of the TARDIS was Martha, followed by the Doctor, Elena, and lastly her brothers.

"Where are we?" Martha asked.

The Doctor smiled. "Ah! Smell that Atlantic breeze!" He then walked out in front of them. "Nice and cold. Lovely!" he looked at his four companions. "Martha, Lena, Nick, Conner, have you met my friend?" He gestured behind them.

All four turned to find the Statue of Liberty rising majestically behind them.

"Is that...?" Martha stuttered. "Oh my God! That's..."

"Lady Liberty!" Elena grinned.

"Gateway to the New World." the Doctor said. "'Give me your tired, your poor, your huddled masses yearning to break free…'"

Elena looked at him and when he saw her expression, the Doctor felt his two hearts accelerate. Elena's expression was one of pure happiness.

He let out an involuntary grunt when he felt her body hit his. Elena wrapped her arms around him and hugged him for all she was worth.

"Thank you." she whispered before letting go and running towards the water, dancing in circles and yelling out. "WHOOP! OH YEAH! I'm back!"

The Doctor, Martha, Conner, and Nick laughed as she ran back and forth trying to take everything in.

"She seems happy." Martha laughed.

"She should." Conner said.

"Oh?" Martha replied.

" We grew up in New York." Conner said.

"Yeah." Nick said. "After Katie was born, dad saw what was happening to our neighborhood and didn't like it. Not one bit."

"Why?" the Doctor asked. "What happened?"

"Crime. Prostitution. Drugs." Conner said. "You name it. It was once was great neighborhood." Both brothers looked at them with smiles, remembering the good times. "You should have seen it. There were forests. Most of our neighbors had the most beautiful gardens. We would ride our bikes down in the forest that had dirt trails. There was a tire swing that Nick, Elena, and myself would swing from. We would play basketball with the neighborhood kids. The neighbors were very friendly and helped everyone." His smile fell. "It all changed when the gangs decided to move in."

"Dad grabbed our stuff and we moved to London." Nick said. "That's why we all, except Katie, who was more of the English accent, have a slight New York/English accent."

Elena ran to Nick and Conner. "Come on, you two!" she laughed. "I bet I can wrestle you, Conner and win!"

"Oh, no you can't, Elena!"

With that, Conner chased after a laughing Elena, the others watching and laughing. Soon, Conner caught up and wrapped his arms around Elena. She squealed and laughed as Conner spun her around. They never saw Nick take pictures of them. Elena and Conner then began to wrestle with each, trying to get the other the ground.

"Shouldn't we break them up?" Martha asked, worried about Elena.

"Nah," Nick said. "They did this when we were kids. Don't worry about Elena. She can handle herself."

Soon, Elena was sitting on top of Conner, facing the three with a smile of victory. Conner, however, looked at her with an evil glare.

"I win!" Elena began whooping with joy, shaking her arms back and forth.

The Doctor watched Elena, smiling a soft smile. Martha grinned, seeing how the Doctor was gazing at Elena. _He so into her._

They watched as Elena got off Conner and helped him up. They then made their way back to the trio.

"I've always wanted to go to New York." Martha said. "I mean the real New York, not the new, new, new, new, new…"

Elena grinned and slung an arm around her. "Well, here's your chance, Martha."

Martha grinned as well. All walked to the edge of the island with a view of the Manhattan skyline.

"Well, there's the genuine article." the Doctor said. "So good, they named it twice."

"Yep." Elena nodded. "Originally, New York was called New Amsterdam. No wonder they changed it to New York. New, New York sounds better. Harder to say New Amsterdam twice. New Amsterdam, New Amsterdam." she thought for a second. "Na, don't like it."

"I wonder what year it is." Martha said.

"Martha's right." Conner said. "The Empire State Building's right in front of us and it's not even finished yet."

Martha looked to her left and saw something had caught her attention.

"Work in progress." The Doctor agreed. "Still got a couple of floors to go, and if I know my history, that makes the date somewhere around..."

"November 1st, 1930." Elena interrupted.

"You're getting good at this." The Doctor said, looking impressed until he spotted that she was holding a newspaper.

"Cheater." Nick teased.

Elena stuck her tongue at him. Conner was standing behind her with Nick on her other side. The Doctor came over and stood next to Nick, while Martha stood next to Conner. Everyone was looking at the headline.

"80 years ago." Elena said in wonder before handing the paper to the Doctor.

"It's funny, 'cause you see all those old newsreels in black and white, like it's so far away, but here we are. It's real." Martha laughed and looked at the Doctor and Elena. "Come on, you. Where do we go first?"

But the Doctor and Elena were looking intently at the paper.

"I think our detour just got longer." the Doctor said, showing her the headline.

"'Hooverville Mystery Deepens'." Martha quoted before asking. "What's Hooverville?"

≈ΘҖ≈

"Herbert Hoover, 31st president of the USA, came to power a year ago." Elena explained as the group walked at a steady pace through Central Park. The line went like this: Conner, the Doctor, Elena, Martha, and Nick. "Up till then, New York was a boom town, the Roaring Twenties, and then…"

"The Wall Street Crash, yeah?" Martha finished.

"That was 1929, if I remember my history." Nick said.

"Yeah." the Doctor said, "Whole economy wiped out overnight. Thousands of people unemployed. Suddenly the huddled masses doubled in number with nowhere to go. So they ended up here." He motioned around them. "In Central Park."

"What?" Martha asked, shocked.

"They actually live in the park?" Conner said. "In the middle of the city?"

"Ordinary people lost their jobs." Elena said.

≈ΘҖ≈

When the group entered, Hooverville, what they saw was a collection of quickly put together shacks and tents with random fire barrels placed throughout.

Elena looked at Conner. "Seriously, Conner. Didn't you ever pay attention in history?" Conner looked at her sheepishly. Elena rolled her eyes. "Anyway. Couldn't pay the rent and they lost everything. There are places like this all over America." She shook her head sadly. "You only come to Hooverville when there's nowhere else to go."

The quintet heard shouting and followed it.

"You thieving' lowlife!" one man shouted before punching another. Both ignored the two men trying to break up the fight.

"You took my bread loaf!" the first man shouted.

"I didn't touch it!" the second shouted back.

Suddenly, an older black man, whose name was Solomon, walked out of a nearby tent and got between them. "Cut that out!" The two men ignored him and kept fighting. "Cut that out! Right now!" He got between them and pushed them apart.

"He stole my bread!" the first man accused.

"That's enough!" Solomon told him. He looked at the second man. "Did you take it?"

"I don't know what happened." the man protested. "He just went crazy."

The first man lunged at the second man again, but he was held back by another man.

"That's enough!" Solomon yelled.

By now lots of people had gathered around to see what was going on. The Doctor, Nick, Conner, Elena, and Martha joined them.

"Now," Solomon continued, "think real careful before you lie to me."

The second man at least had the decency to look ashamed. "I'm starving, Solomon."

Solomon held out his hand and the second man reached into his coat and pulled out the loaf in question, feeling reluctant to hand it over.

"We're all starving." Solomon told him before breaking the bread in half. "We all got families somewhere." He handed each man half. He spoke in a stern voice. "No stealin' and no fightin'. You know the rules. Thirteen years ago, I fought in the Great War. A lot of us did. And the only reason we got through was because we stuck together! No matter how bad things get, we still act like human beings. It's all we got."

The two men looked at one another before going their own way without another word.

"Come on." The Doctor said, leading his group up to Solomon. "I suppose that makes you the boss around here."

Solomon looked at the Doctor and his companions for a moment before speaking. "And, uh, who might you be?"

"He's the Doctor." Martha said, pointing. "She's Elena. That's Conner, Nick, and I'm Martha."

Elena smiled. "Hello."

"A doctor." Solomon scoffed. "Well, we got, uh, stockbrokers, we got a lawyer, but you're the first doctor." he told them. "Neighborhood gets classier by the day." He warmed his hands over a nearby fire.

"Just out of curiosity..." Conner said. "How many people are living here?"

"At any one time, Conner..." Elena said, looking around. "Hundreds. They have no place else to go."

"Elena's right." Solomon said. "None of these people have a place to go except Hooverville. But I will say this about Hooverville. We are a truly equal society, black, white, all the same. All starving." He laughed without much humor. "So you're welcome. All of you. But tell me, Doctor, you're a man of learning, right?" The Doctor nodded and he continued. "Explain this to me." He pointed to the Empire State Building. "That there's going to be the tallest building in the world. How come they can do that, and we got people starving in the heart of Manhattan?"

The others had no answer for him. He shook his head and wandered off.

"Solomon has a point." Nick said.

"So this is your America?" Martha asked.

Elena looked at Martha. "The Great Depression was one of the darkest periods of American history. People had no work and families were starving. They didn't have money to buy food nor clothes to put on their backs, Martha."

"Then lets find them." The Doctor said.

The five time travelers followed Solomon and found him just as he was throwing the dregs of a pot of coffee onto a fire.

"So…" the Doctor said as they approached. "Men are going missing." He held up the newspaper. "Is this true?"

Solomon took the paper from him. "It's true all right." he then nodded to his tent as he walked inside his tent. The others followed.

≈ΘҖ≈

The Doctor and his friends stood at the entrance. "But what does missing mean? Men must come and go here all the time. It's not like anyone's keeping a register."

"Come on in." Solomon told them, taking his hat off and putting in on the table before him. Nick, Conner, and Martha came in and sat opposite. The Doctor and Elena sat next to Solomon. "This is different."

"In what way?" Martha asked.

"Someone takes them." Solomon replied. "At night. We hear something. Someone calls out for help. By the time we get there, they're gone. Like they vanish into air."

"Are you sure someone's taking them?" Elena asked.

"Miss," he replied, "when you got next to nothing, you hold on to the little you got. Your knife, blanket, you take it with you. You don't leave bread uneaten, fire still burning."

"Have you been to the police?" Martha asked.

Elena gave a laugh. "Martha, during the Depression, no one cared when someone went missing. They'd rather pretend they don't exist than deal with it."

Solomon studied her.

"You from New York?" he asked.

"Born here." she told him. "But it's been a while since I've come back."

He nodded. "She's right." he told the others. "The police don't care. Another deadbeat goes missing, big deal."

"So," the Doctor said, "the question is, _who's_ taking them and what for?"

Before anyone could try to answer the question, a young man stuck his head in. "Solomon, Mr. Diagoras is here."

Solomon grabbed his hat and stood up, leading the group outside.

≈ΘҖ≈

"I need men." a greasy looking man in a suit was saying in the courtyard. "Volunteers. I got a little work for you and you sure look like you can use the money."

Elena leaned in towards the Doctor, Martha, and her brothers and whispered. "he reminds me of Severus Snape."

They chuckled.

"Yeah." the young man said. "What is the money?"

"A dollar a day." Diagoras replied.

All around them, the men grumbled.

"What's the work?" Conner asked.

"A little trip down the sewers." Diagoras replied. "Got a tunnel that collapsed needs clearing and fixing. Any takers?"

"A dollar a day?" Solomon asked, incredulous. "That's slave wage. Men don't always come back up, do they?"

"Accidents happen." Diagoras replied, oily all the way through.

"What do you mean?" the Doctor called.

"What sort of accidents?" Elena added.

"You don't need the work?" Diagoras called, ignoring the Doctor's question. "That's fine. Anybody else?" The Doctor raised his hand. Elena raised her hand. "Enough with questions." he told them.

"Oh, n-n-no." the Doctor replied. "We're volunteering."

Martha looked at them and raised her hand with a sigh.

"I'll kill you two for this." she told them.

"Anybody else?" Diagoras asked.

The young man and Solomon raised their hands, a bit hesitant. Nick and Conner also raised their hands.

≈ΘҖ≈

Before the group left Hooverville, there had been a lot of arguing between Elena and two brothers, mostly she and Conner. All Nick said to her was that he didn't want her to get hurt and Conner yelled at her, saying that she should stay in Hooverville, where it was safe. That he _did not_ want her down in the sewers.

While she and Conner augured, Nick tried to keep the peace between the two. Elena told Conner that she wasn't a little girl anymore. That she didn't need him to look after her anymore and that she could look after herself, but all Conner said was that she would _always_ be his baby sister and it was his job to look after his younger siblings. This got a roll of the eyes and smile from Elena. After 10 minutes, Conner relented, on the condition that he and Nick would join the group as well.

Even though she was angry with Conner, she was also glad her brothers had joined the group. She felt more comfortable with them, the Doctor, and Martha with her. So now the group was making their way through the sewers and all that time, Elena kept looking at Diagoras, getting a bad feeling from him.

"Stop that." The Doctor muttered to her.

"I can't help it, Doctor." Elena muttered back. "I'm getting a bad vibe from him. There's something not right about him. It's like he's leading us into a trap or something."

The Doctor gently nudged her shoulder with his. "I'm thinking the same thing. But don't worry. I won't let anything happen to ya." he grinned at her.

She smiled back and nudged him back.

"I saw the argument back there," the Doctor said. "between you and Conner. Everything okay?"

Elena sighed. "Yeah. He just wanted me to stay behind at Hooverville where it was safe. He just can't see that we're not children anymore! That I can take care of myself!"

"I have to agree with Conner." the Doctor said.

Elena looked at the Doctor with shocked eyes and was about to argue, but the Doctor spoke again.

"You're his younger sister," the Doctor continued, "And he just wants to look after you, but he just needs to see that you are an adult that _can_ look after yourself." he leaned in towards her. "I've seen it firsthand."

"Turn left." Diagoras finally told them. "Go about a half a mile. Follow Tunnel 273. Fall's right ahead of you. You can't miss it."

"And when do we get our dollar?" Frank asked.

"When you come back up." Diagoras replied.

The Doctor frowned. "And if we don't come back up?"

Diagoras gave him a nasty smile. "Then I got no one to pay."

Elena began to move towards him, really wanting to punch him. He was getting on her last nerves, but the Doctor gently grabbed her arms from behind, halting her.

Diagoras saw this and laughed. "Ooh! Big bad girl wants to play."

Conner growled under his breath. Now _he_ was getting tired of Diagoras. One thing you don't do is taunt his sister because Conner will beat the living shit out of ya. He made to move towards Diagoras, but Nick held him back.

"Don't." Nick whispered.

Before anyone could blink, Elena had wrestled her way out of the Doctor's grip and landed a mean right hook to Diagoras' jaw.

"One thing you should know, Diagoras," she told him. "Never mess with me and never piss me off. And also, don't mess around with my friends. You won't like what you get in return." She turned around and began walking back. But before she could make two steps, she was turned around, coming face-to-face with an angry and bloodied Diagoras. He raised his hand, ready to punch her when the Doctor was suddenly in front of her, grasping Diagoras' hand.

"Don't you dare touch her." the Doctor growled.

The two men glared at each other for a moment before Diagoras backed off.

"Whatever." he said before stalking off.

The Doctor and Elena stared after him for a moment before the Doctor turned on Elena.

"Are you all right?" the Doctor said.

Elena looked at him. "Yeah, I'm fine."

"We gotta stick together." Frank called. The Doctor nodded, and he and Elena rejoined the group and they set off. "It's easy to get lost. It's like a huge rabbit warren. You could hide an army down here."

"So what about you, Frank?" Martha asked. "You're not from around these parts, are you?"

"Oh," Frank protested, "you could talk. No, no, I'm from Tennessee, born and bred."

"Really?" Elena said.

Frank nodded.

"Cool!" Elena grinned. "I always wanted to visit the south. I heard you have great food and the people are very friendly."

Frank laughed.

"So how come you're here?" Martha asked him.

"Uh, my daddy died." he told them. "Mama…couldn't afford to feed us all. So, I'm the oldest, up to me to feed myself, so put on my coat, hitched up the railroads."

"Kinda young to be on your own, aren't you?" Elena asked.

"There's a whole lot of runaways in camp younger that me." Frank told her. "From all over: Missouri, Oklahoma, Texas… Solomon keeps a lookout for us." He looked curiously at Martha. "So, what about you?" he asked. "You're a long way from home." Elena walked up towards the front so she was in step with the Doctor.

Martha looked at Frank and said, "Yeah, I'm just a hitcher too."

"You stick with me," Frank told her, "you'll be all right."

"Looks like you made a friend, Martha Jones." Elena said, smiling.

"So, this Diagoras bloke, who is he then?" the Doctor asked Solomon.

"Besides being a bastard and a mean son of a bitch." Conner added.

"A couple of months ago," Solomon told them, "he was just another foreman. Now it seems like he's running most of Manhattan."

"How did he manage that, then?" Nick asked.

"These are strange times." Solomon replied. "A man can go from being King of the Hill to the lowest of the low overnight." He shrugged. "It's just for some folks, it works the other way 'round."

Elena snorted.

"Whoa!" the Doctor called before Elena could answer.

Sitting in front of them was a…blob. A blob that was giving off a sick green light.

Elena looked at the blob with a mixture of fascination and disgust.

"Is it radioactive or something?" Martha asked, coming to stand with them.

The Doctor laid the flashlight he was carrying next to him and crouched down next to it.

"It's gone off, whatever it is." Martha said, covering her nose and mouth.

"Seriously?" Elena asked, curiously. "We're in a sewer that stinks and this is what was bothering you the most?"

The Doctor, in the meantime, had put on his glasses and was now picking the blob up.

"And you've got to pick it up." Martha complained.

"Of course he does." Elena answered like it was no big deal.

The Doctor sniffed it. "Shine one of your torches through it." he told them and Martha complied.

Elena, however, reached out and poked it. She pulled her hand away, looked at the slime that was left on her finger and proceeded to wipe it on the Doctor's sleeve.

"Composite organic matter." he said. "Martha? Medical opinion?"

"It's not human." she replied. "I know that."

"No, it's not." he replied.

"Doctor?" Elena asked, looking around. "If my calculations are correct..." the Doctor looked at her. "We're at least a half a mile in." she looked at him. "So where's the collapse? I don't see it. Do you?"

He shook his head and asked quietly. "Lena's right. So why did Diagoras send us down here?"

"So where are we now?" Martha asked. "What's above us?"

"If I'm right..." Conner said. "We should be right underneath Manhattan."

"We're way beyond half a mile." Solomon told them after walking a bit further. "There's no collapse, nothing."

"That Diagoras bloke," Martha asked, "was he lying?"

"Looks like it." the Doctor answered.

"Son of a bitch." Elena said. "I knew it! He's been sending people down here!"

"But why?" Frank asked. "Why did Mr. Diagoras want people to come down here?"

"Solomon," the Doctor said, "I think it's time you took these five back. I'll be much quicker on my own."

"Like hell!" Elena yelled. "I'm not leaving you, Doctor!"

The Doctor looked at her. "Lena!"

"And we're not leaving Elena." Conner exclaimed.

Just then there came a noise from down the tunnel.

"What the hell was that?" Solomon asked.

"Hello?" Frank called.

"Shh." Martha and Elena told him quickly.

"What if it's one of the folk gone missing?" Frank asked. "You'd be scared, half-mad down here on your own."

"No one makes that kind of sound." Elena said. "It sounded like squealing. Like a..."

"Do you think they're still alive?" The Doctor interrupted, looking at Frank.

"Heck, we ain't seen no bodies down here." Frank replied. "Maybe they just got lost."

More noise came down the corridor. Everyone knew Elena was right. The noise sounded like squealing.

"I know I never heard nobody make a sound like that." Solomon said.

The Doctor walked a little ways ahead of them with Elena close behind.

"Sounds like there's more than one of 'em." Frank said.

"This way." the Doctor said, motioning them forward.

"No," Solomon said, shining his flashlight down another tunnel, "that way."

The light caught the silhouette of a huddled figure on the ground.

"Doctor…" Martha called.

Both he and Elena made their way to the others.

"Who are you?" Solomon asked.

"Are you lost?" Frank called. "Can you understand me? I've been thinking' about folk lost…" He started towards the figure but the Doctor stopped him.

"It's all right, Frank." he said. "Just stay back. Let me have a look." He walked towards the figure with Elena just behind him. But he stopped her. "You stay with Nick and Conner, Lena."

"But..."

"No buts, Lena!" the Doctor hissed. "Just this _once_! Listen!" They gazed at each other. Elena could see in his eyes he meant business.

And not wanting to anger him, she sighed in defeat. "All right." and joined her brothers.

The Doctor moved forward again. "He's got a point, though, my mate Frank." he told the figure. "I'd hate to be stuck down here on my own." He paused as the creature squealed. "We know the way out." he told it. "Daylight. If you want to come with us." He squatted and shined the light on the creature's face. He saw that he had the face of a pig. "Oh, but what are you?"

"Is, uh, that some kind of carnival mask?" Solomon asked.

"No, it's real." The Doctor said, turning to answer him. He turned back to the pig man. "I'm sorry. Now listen to me. I promise I can help. Now, who did this to you?"

"Doctor." Martha called.

"I think you'd better get back here." Elena added.

The Doctor looked up to see that pig men had filled the opposite end of the tunnel.

"Doctor!" Martha yelled.

"Actually…" he said, standing up. "I've decided I rather like Lena's plan."

"Good choice." Elena replied as the Doctor moved back to join them. The pig men followed.

"They're following you." Martha said, pointing out the obvious.

"Yeah, I noticed that, thanks." he said as he reached the others. "Well then, Martha, Nick, Conner, Frank, Solomon, my dear Lena…"

"What?" Martha asked.

"Yeah?" Elena asked.

"Um, basically…_**RUN**_!"

They raced down the tunnel until they reached a cross-section.

Martha stopped in confusion. "Where are we going?!"

"This way!" the Doctor yelled, turning right and not slowing in the least, grabbING Elena's hand. They finally stopped at another joining tunnel with the pig men still behind them.

"There's a ladder!" the Doctor told them. Releasing Elena's hand, he climbed up and opened the lid with the sonic screwdriver. He came through first and helped Martha out. He then looked down.

"Come on, Lena! You're next!"

"Go, Elena!" Conner yelled.

"No!" Elena yelled. "The others first!"

"Elena!" Conner said.

"No time to argue!" Elena yelled.

Solomon went next. Then Nick and Conner. Elena was up then and Frank was behind her. Just as Frank was about halfway up, pig men grabbed him and pulled him down. He yelled out and Elena looked down.

"Frank!" she yelled, reaching down and grabbing his hand. She then began pulling. "Hang on! I've got ya!" Frank gripped Elena's hand for dear life.

It was a tug-of-war between Elena and the pig men. Soon, the pig men got the upper hand and yanked Frank down.

"FRANK!" Elena/the Doctor/Solomon yelled.

Elena felt guilt fill her up. She had just let the pig men get their hands on Frank. _I'm sorry, Frank._ Just as she was about to continue up the ladder, she felt herself being grabbed. "DOCTOR!"

"LENA/ELENA!" Conner/Nick yelled as they joined Solomon and the Doctor.

The Doctor grabbed her hands. Nick and Conner reached down to help, as well as Solomon.

"I've got ya." the Doctor told her, looking at her. "C'mon."

"Doctor, don't let them take me!" Elena cried, tears welling in her eyes.

"I won't." the Doctor said.

The brothers and the Doctor tried to pull her up, but their efforts were fruitless. She was yanked back down into the sewer and into the darkness.

"NO!" the Doctor/Nick/Conner screamed.

"Doctor!" she screamed. "Doctor!"

"ELENA!" The Doctor yelled. "ELENA!"

All could hear Elena's screams in the dark sewer.

The Doctor tried to jump back in, but Solomon shoved him aside. Nick and Conner also tried to jump back into the sewer, but were also shoved aside.

Solomon closed the lid. "We can't go after them." Solomon told the Doctor.

"We gotta go back down!" the Doctor protested. "We can't just leave them! I promised Elena I would keep her safe!"

"No," Solomon replied, "I'm not losing anybody else! Those creatures were from Hell!" he told him. "From Hell itself!" He shook his head. "If we go after them, they'll take us all! There's nothing we can do. I'm sorry."

Suddenly a woman stepped out of the darkness holding a gun on them. "All right then. Put 'em up."

Martha put her hands up, but the Doctor, Nick, Conner, and Solomon remained where they were.

The woman cocked the gun. "Hands in the air and no funny business."

The Doctor, Nick, Conner, and Solomon both relented.

"Now tell me, you schmucks, what've you done with Lazlo?" the woman said, sounding terrified.

"Uh, who's Lazlo?" Martha asked.


	17. Daleks In Manhattan Prt 2

The group was sitting in a dressing room. Conner and Nick stood while Solomon, Martha, and the Doctor sat on chairs around the room. The woman sat at the vanity.

"Lazlo's my boyfriend," she explained. "or was my boyfriend until two weeks ago." She sighed. "No letter, no goodbye, no nothing'. And I'm not stupid. I know some guys are just pigs, but not my Lazlo. I mean, what kinda guy asks you to meet his mother before he vamooses?"

"It might," the Doctor said, "might have helped if you hadn't threatened us with a gun."

"Huh?" she asked. "Oh, sure." She tossed the gun into a chair. "Oh, c'mon. It's not real. It's just a prop. It was either that or a spear."

"What do you think happened to Lazlo?" Martha asked.

"I wish I knew." she replied. "One minute he's there, the next, zip- vanished."

"Listen," the Doctor said, "ah- what's your name?"

"Tallulah." she told him.

"Tallulah." he repeated.

"3 l's and an h." she said.

"Right. Um, we can try to find Lazlo, but he's not the only one. There are people disappearing every night." The Doctor told her. "A very dear friend of mine was just recently taken."

"And there are creatures." Solomon added. "Such creatures."

"Whaddaya mean 'creatures'?" Tallulah asked.

"Look, listen, just trust me." The Doctor told her. "Everyone is in danger. I need to find out exactly what this is," He took out the blob they had found from the sewers from his pocket, "because then I'll know exactly what we're fighting."

"Yech!" Tallulah said, leaning away from him.

≈ΘҖ≈

After being taken from her friends and brothers, Elena kept close to Frank since he was the only person she knew. She was scared out of her mind. She saw pig men running amuck and she knew that wasn't exactly normal and suspected aliens were behind it. This and the kidnappings. _Yes. But what for?_ she thought. _Why are they collecting people down in the sewers? What do they want them?_

"You okay?" Frank asked.

Elena looked at Frank, who was beside her. After being taken, the pig men had thrown her in with a group of others and immediately found Frank. She apologized profusely for letting the pig men get their hands on him. Frank told her it wasn't her fault. Since then, they stuck together. Right now, they were sitting, huddled together. Frank had his right arm around her protectively.

"Really?" Elena asked.

Frank nodded.

"Scared shitless." Elena said, a tear rolling down. "I just want to be back with my brothers, Martha, and the Doctor." Her whole body began shaking.

"Shh," Frank hugged her to him, rubbing her arm. "It'll be all right. You'll see them again.

"I really hope so."

"I _know_ you will." he grinned "I wonder what's going on."

"I don't know. Or why pig men have taken people." Elena looked at the pig men. They were strolling up and down, now and then looking at the group, making sure none of them tried escaping. "There's gotta be a reason behind it or they would have killed us. I have a theory though."

"Yeah?" Frank said. "I'd like to hear it."

"Earlier, you wondered why Diagoras want people to come down here, right?"

"Yeah?"

"I think they're using the people for something."

"Using them for what?"

Elena gave him an apologetic smile. "Sorry. Haven't figured that part out yet."

"S'ok."

"But I know one thing."

"What's that?"

"It's not good."

≈ΘҖ≈

In a room, Conner was throwing stuff around, yelling out in anger.

Nick stood in the doorway, watching his big brother. "Calm down, Conner."

Conner stopped and glared at Nick. "Calm down?! CALM DOWN! How can I calm down?!" He threw a chair and it broke when it collided with the wall. "Elena was right there!" he looked at Nick. "_You_ saw her! She was just a few feet under us and..." he took deep breaths. "We should've been able save her!"

Nick sighed. "I know. But those.. pig men had incredible brute strength. And the Doctor's just as torn up about this as you are. I saw the devastation on his face when Elena was taken."

≈ΘҖ≈

The Doctor and Solomon were scavenging the props room looking for parts.

"How about this?" Solomon called, holding up a radio. "I found it backstage."

"Perfect." the Doctor told him, taking it. "It's the capacitors I need. I'm just rigging up a crude little DNA scan for this beastie. If I can get a chromosomal reading, I'll find out where it's from." He pulled it apart and began working on it with the sonic screwdriver.

"How about you, Doctor?" Solomon asked. "Where are you from? I've been all over and I've never heard anybody talk like you." He looked at him intently. "Just exactly who are you?"

The Doctor took out of piece of the radio and blew on it, not even looking at him. "Oh, I'm just sort of passing by."

"I'm not a fool, Doctor." Solomon said.

The Doctor paused and looked up at him. "No. Sorry."

Solomon walked to the sewer lid and looked down at it. "I was so scared, Doctor." he told him. "I let 'em take Frank and Elena 'cause I was just too scared." he looked at the Doctor. "I really am sorry. I gotta get back to Hooverville. With these creatures on the loose, we gotta protect ourselves." He shook his head. "Ain't no one else gonna help us."

"Good luck." the Doctor told him.

"I hope you find what you're looking for. For all our sakes." Solomon told him. "And I hope you get Elena back. She must mean a great deal to you." With that, he left.

Seeing he was alone, the Doctor let his shoulders slump. He felt defeated, alone. His hearts broke and a single tear roll down each cheek. His face held nothing but distress and he let his mind wander back to the sewers when Elena was clinging to him, begging him to not be taken. He _promised_ her, but she was taken from him. Taken into the darkness. _I'm so sorry, Lena._ He thought sadly.

≈ΘҖ≈

Back in Tallulah's dressing room, Martha was watching her get dressed.

"Lazlo…" she told her, "He'd wait for me after the show, walk me home like I was a lady." she smiled sadly. "He'd leave a flower for me on my dressing table. Every day, just a single rose."

Martha stood and walked over to stand beside her. "Haven't you reported him missing?" she asked.

Tallulah laughed. "Sure." she said sarcastically. "He's just a stagehand. Who cares? The management certainly don't."

"Can't you kick up a fuss or something?" Martha asked.

"Okay, so then they fire me." Tallulah replied.

"But they'd listen to you." Martha protested. "You're one of the stars."

"Oh, honey." Tallulah said, as if her naiveté was cute. "I got one song in a back street review and that's only because Heidi Chicane broke her ankle- which had nothing' to do with me, whatever anybody says." she told them, making Lily laugh. "I can't afford to make a fuss. If I don't make this month's rent, then before you know it, I'm in Hooverville."

"Okay, I get it." Martha relented.

"It's the Depression, sweetie." Tallulah told her. "Your heart might break, but the show goes on and if it stops, you starve." She began to get upset. "Every night I have to go out there, sing, dance, keep goin'. Hoping he's gonna come back." She broke down in sobs.

Martha hugged her around the shoulders. "I'm sorry."

"Hey, you're lucky, though." Tallulah said to Martha, pulling out of the hug to wipe her eyes. "You got yourself a forward-thinking guy with that hot potato in the sharp suit."

Martha looked everywhere, but Tallulah. "Uh, he's not... we're not…together."

"Ya sure?" Tallulah asked.

Martha nodded. "I think the Doctor fancies Elena. I think they rather look good together."

Tallulah looked at quizzically. "Who's Elena?"

"My best friend." Martha said. "She was recently kidnapped."

"I'm sorry." Tallulah said with sympathy. "I really hope you get her back."

Martha smiled.

"Ya gotta live in hope." Tallulah told her, putting on her feather angel wings. "It's the only thing that's kept me going, 'cause…" she picked up a white rose from the dressing table, "look. On my dressing table every day still."

"You think it's Lazlo?" Martha asked, taking the rose.

"I don't know." Tallulah replied. "If he's still around, why's he bein' all secret like he doesn't want me to see him?"

≈ΘҖ≈

Elena and Frank were still sitting where they had been for the past 30 minutes. Both were tired and hungry. Especially Elena. Her eyes kept closing, but she would open them.

"You should get some sleep, Elena." Frank said.

"No, I'm okay." she replied.

"No you're not." Frank said. "You're tired. When the Doctor finds us and you're dead tired, you won't be any good if we need to run. Get. Some. Sleep."

Elena smiled at him and nodded. Resting her head on his shoulder, she closed her eyes, and fell fast asleep.

≈ΘҖ≈

On the theater's balcony, the Doctor had the blob laid out, hooked up to his hand-made scanner. He sets the beam from one of the stage lights and shines it on the blob.

"That's it." he said. "Let's warm you up." He then puts on his glasses and began to examine it.

≈ΘҖ≈

It was a nightmare backstage. Girls in various states of undress were running in every which direction while Martha looked on with interest.

"Girls!" Tallulah yelled. "It's showtime!"

≈ΘҖ≈

"This is artificial." the Doctor said.

"Ladies and gentlemen…" an announcer called over the speaker.

"Genetically engineered." the Doctor continued, talking over the announcer. He looked back down at the blob. "Whoever this is, oh, you're clever."

"…with _Heaven and Hell_!" the announcer finished.

≈ΘҖ≈

The curtains opened and out came the chorus girls, dressed in red sequined dresses with tails and horns. They parted and Tallulah appeared. She sashayed up to the microphone and began to sing.

_You lured me in with your cold gray eyes_  
_Your simple smile and your bewitching lies_  
_One and one and one is three_  
_My bad, bad, angel, the Devil, and me_

_You put the devil in me_  
_You put the devil in me_  
_You put the devil in me_  
_You put the devil in me_

Martha stood watching the show from the wings. Suddenly she saw movement in the opposite one. It was a pig man, but something was different about him. He looked different. Also, he just stood there. Watching.

Martha quickly made a decision. She began making her way across the stage, hiding behind chorus girls as she went.

"What are you doing?" one hissed at her.

Martha ignored her and moved to the next, who's tail she accidentally grabbed, causing her to fall.

"What are you doing?" Tallulah asked her.

"You're on my tail!" was all the girl could say. "Get off my tail!"

≈ΘҖ≈

The Doctor held his stethoscope on the blob, unaware of what was going on on the stage. "Fundamental DNA type 467-989." he said. "989. Hold on, that means planet of origin…" He looked up, a look of total disbelief on his face. "Skaro." His eyes widen in realization. "Oh no. I've got to save Elena!" He then rushed off.

≈ΘҖ≈

Down on the stage, Martha was still creating a disaster.

"Get off the stage!" Tallulah hissed at her. "You're spoilin' it!"

"But look!" Martha said, pointing at the wing. "Over there!"

Realizing he'd been spotted, the pig man looked startled. Tallulah took one look and started to scream and he took off running.

"Hey!" Martha called after him and took off too.

"Wait!" she called as she followed him through the halls. "But you're different that the others! Just wait!"

She reached the prop room right as something clanged. She looked around, but the pig man was gone.

≈ΘҖ≈

Backstage was once again a disaster area, granted for different reasons. Nick and Conner were watching the girls rant.

"It was like something out of a movie show." one of the girls was saying. "Oh, that face. I ain't never gonna sleep."

The Doctor came in and walked right up to Tallulah. "Where is she?" he demanded. "Where's Martha?"

"I don't know." she replied. "She ran off the stage."

The Doctor looked at Nick and Conner. "Did you two see Martha?"

Conner and Nick shook their heads.

All of a sudden, a scream tore through the theater.

The Doctor, Nick and Conner ran in the direction the scream came from with Tallulah on their heels. They reached the prop room, but Martha was gone.

"Martha!" the Doctor yelled.

"Doctor, look!" Nick said.

The Doctor turned in the direction Nick was looking and noticed the sewer's lid was crooked.

The Doctor grabbed his coat and put in on.

"Oh, where are you goin'?" Tallulah asked.

"They've taken her." The Doctor said simply. "Just like they did with Lena and Frank."

"Who's taken her?" she asked.

The Doctor began to climb down into the sewer with Nick and Conner following.

"What're you doin'?" Tallulah called. "I said, what the hell are ya doin'? Crazy guys." She found a long coat and followed them down.

≈ΘҖ≈

"No, no, no, no, no way." the Doctor said, seeing Tallulah had followed them down into the sewers. "You're not coming."

"Tell me what's going on." she said as she finished climbing down.

"There's nothing you can do." the Doctor told her.

"Go back, Tallulah." Nick said.

"Look," Tallulah said, breaking her silence. "Whoever took Martha and Elena, they could've taken Lazlo, couldn't they?"

"Tallulah, you're not safe down here." The Doctor told her.

"The Doctor's right, Tallulah." Conner said. "Go back."

Tallulah set her shoulders and looked at the trio straight in the eyes. "Then that's my problem. Come on. Which way?" Without waiting, Tallulah went down the tunnel to the left.

The Doctor sighed. "This way." He pointed to the tunnel in front of them. Conner and Nick snickered softly before they set off with Tallulah following after them.

≈ΘҖ≈

In another tunnel, two pig men held Martha between them.

"No!" she shouted. "Let me go!"

They pushed her up against the wall as more pig men came with a line of humans.

"Martha." a male called.

"Martha!" came a female voice.

The two voices belonged to Elena and Frank!

Martha's eyes widen in shock when she saw them. "Elena? Frank? You're both alive!" she ran to them and hugged them.

"Hey." Frank said.

"I thought we'd lost you both." Martha said. "Are you all right, Elena?"

Before Elena could reply, a pig man came up and pushed them, silently telling them to move.

"All right!" she said. "All right, we're moving."

"Wait." Frank said. "Where are they taking us?"

"I don't know." Martha replied. "But we can find out what's going on down here."

"Best we link hands so we don't separate from each other." Elena suggested. "That way we can stay together."

And that's what they did.

≈ΘҖ≈

The Doctor, Nick, Conner, and Tallulah were still walking.

"When you say, 'They've taken her', who's they exactly?" Tallulah asked. "And who are you anyway? I never asked."

"Shh." Conner said, holding a finger to his lips. Both she and the Doctor had stopped. "Do you hear that?"

The Doctor and Conner nodded, but not Tallulah.

"Okay. Okay." Tallulah said, not at all quieter.

"Shh, shh, shh." the Doctor told her.

In the light of the tunnel, the Doctor, Nick, and Conner saw the shadow of the one thing the Doctor never wanted to see ever again.

"I mean, you're a good singer and you're handsome and all-"

The Doctor put his hand over her mouth and pulled her down the tunnel into a recess, the two brothers following after.

A Dalek passed without seeing them.

"No, no, no, no, no, no, no, no." The Doctor moaned, walking out, keeping his eyes on the Dalek. He then took out Midori's locket that was under his shirt and clenched it. "They survive. They always survive while I lose everything."

"That metal thing?" Tallulah asked.

"What are those things, Doctor?" Nick asked.

"It's called a Dalek." he looked at the brothers. "Lena has countless nightmares. Even though the pain she's feeling from losing her parents has lessened, it's still there. Hidden in her subconscious." He then looked at Tallulah. "And it's not just metal, it's alive." He moved passed the brothers and back into the tunnel.

"What do you mean "Elena has countless nightmares"?" Conner asked as he came to walk beside the Doctor.

The Doctor looked at Conner for a few seconds before looking ahead. "When she goes to her room to sleep, she dreams of the day your parents were murdered, dreaming up different scenarios. I hear her whimper and cry out. Like she's in pain. She screams out, calling for your parents. I heard one time she pleaded for the _Daleks_..." when he said "Daleks", the name came out with such bitterness. "... to not murder your parents. I can hear this all the way from the console. I think the TARDIS knows about Lena's nightmares and wants me to be near. Every time Lena has a nightmare, I run to her and take her in my arms, reassuring her. Letting her know she's safe and the Daleks are gone. That there back in the Void. Do you know what it's like to see Lena in such a state?" Conner shook his head. "It's heartbreaking. And after her eyes are open and she's awake, I can still see remnants of her nightmare lingering in her eyes. The only emotion I see is fear. And that scares me, Conner. I never want to see fear in her eyes _ever_ again. She looks around her room, looking for something that isn't there. Do you want to know something? She cries out for me and when she finds me, she clings to me like I'm her lifeline, crying. Like if I'm not there, all she's ever seen has been a dream. All the times I've woken her up and held her, I felt her body tremble. She begs for me to stay with her. To hold her. To comfort her and I've never left her, even when she fell back to sleep. She has some peaceful nights, but only rarely."

There were no words that Conner could say.

Nick felt his heart clench as he listened to the conversation between Conner and the Doctor. He saw the how protective the Doctor was of Elena and how distraught he was when she was taken from them. He glad that Elena decided to travel with the Doctor. Even though he worried about her, he felt reassured the Doctor was looking out for her. Protecting her from aliens. Happy that Elena found someone who take care of her, care for her, and was there for her.

The Doctor felt his hearts clench as he thought of Lena and how she was. It hurt to think of all those nights where he would hear she scream. He could hear her screams in his mind like it was yesterday. It was something he never wanted to experience ever again. The look in her eyes when she woke from her nightmare and looking at him. The pain. The loss. It always broke both of his hearts. He hated seeing her in such a state. And every time he saw her, it was like a knife stabbed his heart.

"You're kidding me." Tallulah said, laughing.

This broke the three men out of their thoughts.

"Does it look like I'm kidding?" the Doctor said, rounding on her. She instantly sobered. "Inside that shell is a creature born to hate. Whose only thought is to destroy everything and everyone that isn't a Dalek too."

"But if it's not a human being," Tallulah said, "that kinda implies it's from outer space."

The Doctor looked at her.

"Yet again, that's a 'no' with the kidding." she said. "Boy…Well, what's it doin' here in New York?" she asked.

"That's a good question." Conner said. "What is that thing doing here?"

The Doctor put the locket back under his shirt and walked over to Tallulah and grabbed her arm, pulling her along. "Every second you're down here, you're in danger. I'm taking you back right now."

They turned the corner to find the pig man, the one that was at the theatre. Tallulah screamed and the pig man tried to hide

"Where's Martha? Where's Lena?" The Doctor asked, approaching the other man. "What have you done with her? What have you done with Martha?"

"I didn't take her." the man told them, moving more into shadow.

"Can you remember your name?" The Doctor asked, surprised.

"Don't look at me." the pig man told them.

"Where's our sister?" Conner demanded, moving forward.

"Conner, don't." Nick said, grabbing Conner's arm.

"Do you know where she is?" Tallulah asked, moving closer.

"Stay back!" the pig man shouted. "Don't look at me!"

"What happened to you?" the Doctor asked, coming closer and saw that, unlike the others, this pig man was more man than pig.

"They made me a monster." he told the Doctor sadly.

"Who did?" Nick asked, seeing that he wasn't a threat.

"The masters." the man replied.

"The Daleks." The Doctor said, confused. "Why?"

"They needed slaves." the man explained. "They needed slaves to steal more people, so they created us. Part animal, part human. I escaped before they got my mind, but it was still too late."

"Do you know what happened to Martha?" the Doctor asked.

"They took her." he replied. "It's my fault. She was following me."

"Were you in the theater?" Tallulah asked.

"Yes." he replied sadly.

"Why?" she asked. "Why were you there?"

"I never wanted you to see me like this." he said instead of answering her.

"Why me?" she asked. "What do I gotta do with this? Were you following me? Is that why you were there?"

He finally turned so she could see him. "Yes."

"Who are you?" she asked him.

"I was lonely." he replied.

"Who are you?" she asked.

"I needed to see you." he said.

"Who are you?"

"I'm sorry."

He turned away, but she grabbed his arm.

"No, wait." she said. "Let me look at you." She pulled him under the light and gasped. "Lazlo?" she breathed.

He nodded.

"My Lazlo?" she asked again, her voice breaking. "Oh what have they done to you?"

"I'm sorry." he said. "So sorry."

"Lazlo, can you show me where they are?" the Doctor asked softly.

"They'll kill you." Lazlo told him.

"If we don't stop them," the Doctor said, "they'll kill everyone. They'll kill Martha and Elena."

"Then follow me." he told them.

≈ΘҖ≈

In another tunnel, Martha, Elena, Frank stuck close together as they and the other prisoners were being held in another section of the tunnel.

"What are they keeping us here for?" Frank asked.

Martha shook her head. "I don't know." she said. "I've just got a nasty feeling that we're being kept in the larder."

"I agree." Elena said. "I don't like the looks of this."

≈ΘҖ≈

The Doctor, Nick, Conner, Tallulah, and Lazlo stood around the corner, watching. The Doctor felt his hearts surge with happiness when his eyes landed on Elena and he breathed easier seeing she was safe. So to speak. She looked slightly tired, but unharmed. All of a sudden, the pig men started to squeal nervously.

≈ΘҖ≈

"What're they doing?" Frank asked. "What's wrong? What's wrong?"

Suddenly, a Dalek glided into the tunnel.

"SILENCE." it demanded. "SILENCE."

Elena felt her blood run cold and her breath hitched.

"What the hell is that?" Martha demanded.

Elena glared at the Dalek. "Dalek." Martha and Frank looked at her.

"YOU WILL FORM A LINE." the Dalek told them. "MOVE."

The pig men began pushing everyone into a line.

"Just do what it says, everyone." Elena said. "Don't do anything stupid! Just obey."

"THE FEMALE IS WISE." the Dalek said, rolling forward, its eyestalk looking at Elena. "OBEY!"

Elena pushed her fear down and glared at the Dalek before hearing a second Dalek coming and grabbed Frank and Martha.

≈ΘҖ≈

The Doctor watched, unable to do anything. He wasn't jealous when he saw Elena cling to Frank... well maybe a little. He inwardly wished it was _him_ that she was clinging to.

≈ΘҖ≈

"REPORT." it demanded of the first.

"THESE ARE STRONG SPECIMENS." the First Dalek said the second. "THEY WILL HELP THE DALEK CAUSE."

"Dalek?" Martha whispered before remembering what Elena told her. How her parents were murdered. She looked at her. Elena nodded.

"WHAT IS THE STATUS OF THE FINAL EXPERIMENT?" the first Dalek asked.

"THE DALEKANIUM IS IN PLACE." the second said. "THE ENERGY CONDUCTOR IS NOW COMPLETE."

Elena looked at Martha and Frank, mouthing. "Dalekanium?" They shook their heads, just as confused as she.

"THE I WILL EXTRACT PRISONERS FOR SELECTION." the first declared.

One the pig man brought an older black man forward. The man cowered as the Dalek extended his sucker towards the man's face.

"INTELLIGENCE SCAN. INITIATE. READING BRAIN WAVES. LOW INTELLIGENCE."

"You calling me stupid?" the man asked, offended.

"THIS ONE WILL BECOME A PIG SLAVE." the Dalek said, ignoring the man.

Two pig men came forward and began dragging him away.

"No," he shouted, "let go of me! I'm not becoming one of them!"

The Dalek just moved to the next in line.

"INTELLIGENCE SCAN. INITIATE."

≈ΘҖ≈

"They're divided into two groups:" Lazlo told them, "high intelligence and low intelligence. The low intelligence are taken to become pig slaves like me."

"Well, that's not fair." Tallulah said, offended for him.

"Shh." Conner said to her.

"You're the smartest guy I ever dated." Tallulah continued in a whisper.

"And the others?" the Doctor asked, ignoring her.

"They're taken to the laboratory." Lazlo told him.

"But why?" Nick asked. "What for?"

"I don't know." Lazlo replied. "The masters only call it the…Final Experiment."

≈ΘҖ≈

The Dalek was now scanning Frank.

"SUPERIOR INTELLIGNECE."

It turned to Elena and she watched in fear and horror as its suction cup came near her. "INTELLIGENCE SCAN. INITIATE."

≈ΘҖ≈

The Doctor and brothers held the breaths.

≈ΘҖ≈

"SUPERIOR INTELLIGENCE."

≈ΘҖ≈

Hearing this, all three breathed easier and felt their hearts that had beaten like a hummingbirds' wings return to normal.

≈ΘҖ≈

It turned to Martha. "INTELLIGENCE SCAN. INITIATE. SUPERIOR INTELLIGENCE. THIS ONE WILL BECOME PART OF THE FINAL EXPERIMENT."

"You can't just experiment on people!" Martha shouted. "It's insane! It's inhuman!"

"They're not human, Martha." Elena whispered.

"WE ARE NOT HUMAN." the Dalek told Martha. "PRISONERS OF HIGH INTELLIGENCE WILL BE TAKEN TO THE TRANSGENIC LABORATORY."

"Look out." Conner warned softly. "They're moving."

The brothers and the Doctor flattened themselves against the wall, but Lazlo took Tallulah and headed down the tunnel.

"Doctor! Nick! Conner!" he called, quietly. "Quickly!"

"I'm not going." The Doctor told him. "I've got an idea. You go."

"We're staying too." Conner told him.

"What?" the Doctor said. "No!"

"That's our sister, Doctor!" Nick argued. "You can't just think we'll sit back and wait for you to bring her back."

The Doctor looked at the two brothers and could see the determination in them. He knew they were stubborn as well. He now knew where Elena got it from. "Fine. But do _exactly_ what I say."

Both nodded.

"Lazlo, c'mon!" Tallulah said, pulling on his arm.

"Can you remember the way?" Lazlo asked her.

"Yeah, I think so." she replied, confused.

"Then go." he told her. "Please."

"But Lazlo," she protested, "you gotta come with me."

"Where would I go?" he asked her. "Tallulah, I'm beggin' you, save yourself. Just run. Just go. Go."

With one last look, she left and Lazlo rejoined the Doctor and the brothers. As the Daleks passed, the Doctor and the brothers joined the line between Martha, Elena, and Frank while Lazlo joined the guards.

"Just keep walking." The Doctor whispered to them in a low whisper.

"Doctor!" Elena whispered happily.

"Hey!" Conner yelled/whispered. "What are we? Chopped liver? Don't we get a greeting?"

Elena felt happiness seep through her that she was reunited with her brothers and the Doctor. She grabbed the Doctor's hand and with her other, she grabbed Conner's and squeezed it before doing the same with Nick.

"I'm so glad to see you three." Martha replied.

"Yeah, well, you can kiss me later." the Doctor said. "You too, Frank, if you want. Ooof."

Nick had elbowed him.

Elena giggled quietly. It so good to hear the Doctor joking around even though they were in danger.

≈ΘҖ≈

Meanwhile, Tallulah was completely lost.

≈ΘҖ≈

The prisoners saw they were led into a large lab.

"REPORT!" the first Dalek demanded.

"DALEK SEC IS IN THE FINAL STAGE OF EVOLUTON!" a third Dalek told him.

"SCAN HIM." the first Dalek said. "PREPARE FOR BIRTH."

"Evolution?" the Doctor whispered.

Elena moved closer to the Doctor and once she felt his body heat, she clung to him for reassurance. Feeling Elena clinging and trembling, the Doctor wrapped his arm around her, rubbing her arm, letting her know that he was there.

"What's wrong with old Charlie boy over there?" Martha asked quietly.

"Ask them." The Doctor told her.

"What, me?" Martha demanded. "Don't be daft! Why can't you or Elena do it?"

"I don't exactly want to get noticed." the Doctor said. "And the Daleks know Elena. They don't know you. Ask them what's going on."

"I'll do it." Nick said. Now knowing why she was so afraid of the Daleks and feeling his own anger building, but suppressing it in his voice, he stepped forward. Taking a deep breath, he called out. "Daleks, I demand to be told. What is the Final Experiment? Report!"

"YOU WILL BEAR WITNESS!" the first Dalek replied.

"To what?" Nick asked.

"THIS IS THE DAWN OF A NEW AGE!" he told her.

"What does that mean?" he asked.

"WE ARE THE ONLY FOUR DALEKS SO THE SPECIES MUST EVOLVE A LIFE OUTSIDE THE SHELL." he told her. "THE CHILDREN OF SKARO MUST WALK AGAIN."

They watched in horror as the Dalek Sec's shell powered down and opened to show a human-Dalek hybrid. Elena's face held horror as she realized who it was. It was Diagoras! But he was different. His head was that of an octopus with a mouth and one eye and his hands were claw like.

"Oh my God!" Elena hid her face in the Doctor's chest. The Doctor squeezed her arm gently.

"What is it?" Martha asked, horrified.

"I am a human Dalek." it said slowly. "I am your future."


	18. Evolution of the Daleks Prt 1

**AN:** Cover's up!

* * *

The humans, the Doctor, the brothers, and Elena were all frozen in horror.

"These…humans will become like me." Dalek Sec proclaimed.

Gently coaxing Elena enough that her grip relaxed and reassuring her that he would not be too far, the Doctor handed her over to Conner, who wrapped his arms securely around her. Giving her a smile and a wink, the Doctor slipped behind some nearby machinery, unnoticed by the others.

"Prepare them for hybridization." Dalek Sec continued.

The pig slaves began to move in on Martha, Elena, the brothers, Frank, and the other prisoners. Elena held onto Conner for dear life.

"Leave me alone!" Martha shouted. "Don't you dare!"

Suddenly, out of nowhere, _Happy Days are Here Again_ began playing, causing everyone to stop.

"What is that sound?" Dalek Sec called.

The Doctor stepped out, with a radio in his hands. The song stopped playing. "That would be me." he set the radio down on a table. Everyone's attention, especially the Dalek's, was fixed on him. "Hello. Surprise. Boo! Et cetera."

Elena giggled.

"Doctor." Dalek Sec said.

"THE ENEMY OF THE DALEKS!" Thay said.

"EXTERMINATE!" Jast called.

"Wait." Dalek Sec ordered, stopping them.

"Well, then." the Doctor said. "A new form of Dalek." he walked forward. "Fascinating and very clever."

"The Cult of Skaro escaped your slaughter." Dalek Sec told him.

"How did you end up in 1930?" he asked.

"Emergency Temporal Shift."

The Doctor scoffed. "Oh, that must have roasted up your power cells, yeah?" He strode away. "Time was, four Daleks could have conquered the world, but instead, you're skulking away, hidden in the dark, experimenting." He took a deep breath, refocusing on the Dalek-human Dalek Sec. "All of which results in you."

"I am Dalek in human form." he replied.

"What does it feel like?" The Doctor asked curiously. "You can talk to me, Dalek Sec. It is Dalek Sec, isn't it? That's your name? You've got a name and a mind of your own. Tell me what you're thinking right now."

"I…feel…humanity." he told the Doctor haltingly.

"Good." the Doctor nodded. "That's good."

"I…feel…everything we wanted from mankind," Dalek Sec continued, "which is ambition, hatred, aggression and war. Such…a genius for war."

"No," the Doctor protested. "that's not what humanity means."

"I think it does." Dalek Sec disagreed. "At heart, this species is so very…Dalek."

"All right, so what have you achieved then?" the Doctor demanded. "With this Final Experiment, eh? Nothing! 'Cause I can show you what you're missing with this thing." he told him, pointing to the radio. "Simple little radio." He patted it.

"WHAT IS THE PUROPSE OF THAT DEVICE?" the second Dalek demanded.

"Well, exactly." The Doctor exclaimed. "It plays music. What's the point of that? Oh, with music, you can dance to it, sing with it." He looked at Elena, grinned, and winked. "Fall in love to it." She blushed. He looked back at Dalek Sec. "Unless you're a Dalek, of course. Then it's just noise."

The Doctor aimed the sonic screwdriver at the radio and a high-pitched wail sounded forth. Sec grabbed his head in pain while the other Daleks just seemed confused.

"Run!" the Doctor yelled to the prisoners. Nick, Frank, and Martha quickly ran. Conner unwrapped his arms around Elena and was about to take her hand, but the Doctor took her hand. Rolling his eyes, Conner did as the Doctor instructed and ran.

Holding her hand in his, the Doctor and Elena led the group out.

"PROTECT THE HYBRID!" the first Dalek ordered.

"PROTECT! PROTECT! PROTECT!"

≈ΘҖ≈

The group was now in the sewers with Martha in the lead. Finally they reached a cross in the path of tunnels, causing Martha to stop, feeling unsure of which way to go.

"Come on!" The Doctor yelled, running past with Elena. "Move, move, move, move, move, move!"

They ran down a tunnel and into Tallulah.

"You, too, Tallulah!" Conner said, grabbing her arm and dragging her along. "Run!"

"What's happened to Lazlo?" she asked, bewildered.

"No time!" Nick said. "Run!"

Tallulah did as he said.

They reached a ladder. The Doctor made sure Elena was the first to go up the ladder before following. The others followed.

When the last was up, the Doctor, Nick, Conner, and Frank closed the access and the Doctor used the sonic screwdriver to lock it.

"Let's get these people back to Hooverville." the Doctor said.

≈ΘҖ≈

Back in Hooverville, Martha and Tallulah were sitting on crates around a fire while Elena stood next to the Doctor as he talked with Solomon. Ever since coming back from facing the monsters from her nightmares, Elena hadn't felt such fear in her life and the only person she wanted to be near was the Doctor. His very presence soothed her.

"These Daleks, they sound like the stuff of nightmares." Solomon said after the Doctor explained the situation. "And they wanna breed?"

"They _are_ the stuff of nightmares, Solomon." Elena said, shuddering.

"They're splicing themselves into human bodies." The Doctor took her hand in his as he continued explaining. "If I'm right, they've got a farm of breeding stock right here in Hooverville. We've got to get everyone out."

"Hooverville's the lowest place a man can fall." Solomon told them. "There's nowhere else to go."

"I'm sorry, Solomon." The Doctor told him. "You've got to scatter. Go anywhere. Down the railroads, travel across the state, just get out of New York."

"There's got to be a way to reason with these things." Solomon protested.

"Don't you get it Solomon?" Elena sneered. "There is no reasoning with these things! They don't feel love or compassion or kindness. They feel **NOTHING**!"

"Lena." the Doctor said with a gentle tone.

Elena faced the Doctor. "He has to know! He has to understand, Doctor!" She glared at Solomon. "I've seen them before! They will kill you without a thought! You. Will. Lose!"

"To sum up," Martha said, joining them, along with Nick and Conner. All three had seen the scene unfold between the Doctor and Elena. "there's not a chance."

"You ain't seen 'em boss." Frank chimed in.

"Daleks are bad enough at anytime," the Doctor told him, "but right now they're vulnerable, and that makes them more dangerous than ever."

All of a sudden a commotion burst out.

"Ah!" cried a woman. "Rats!

All turned to see a woman chasing after a dark form scurrying away. The woman held a pipe and had a look on her face that clearly said she was out for blood. The creature ran towards Elena, climbed on her leg, scurried up to her shoulder and between her jacket's collar and her neck, hiding. Conner and Nick were about to try to get the animal out, but Elena shook her head.

"Okay!" the woman yelled as she met up with the group. "Where is it?"

Elena decided to play dumb. "Where's what?"

"That... _thing_!" the woman yelled. "It ate the last of my meat!"

"It was probably hungry." the Doctor said, also playing along.

"That's no excuse!" the woman yelled. "It's vermin and vermin like that needs to be eliminated! When I find it... and I _will_... I'm gonna kill it!" She then walked off.

Once Elena saw the woman was gone, she whispered, "It's safe to come out." A black nose appeared out from between her neck and collar, followed by a white furry muzzle and then a black body. The creature climbed on her shoulder.

"Ooh, a ferret!" Elena cooed.

The Doctor's eyes widen, immediately sensing something familiar about the creature. Not just because of the eyes. They were blood-red! He watched as the ferret got comfortable on Elena's shoulder and how she interacted with the it. The only creature with such eyes was on...

_No,_ he thought. _The only creature with red eyes was the birthday present I gave to Midori back on Gallifrey. But how is that possible?! How did it survive the Time War?_

Martha looked very concerned. To her knowledge, there are no animals on Earth with blood-red eyes. _If this ferret is an alien,_ she thought. _It may be hostile. But it's not harming Elena. Why isn't it?_

"Can we keep him?"

Both looked at Elena.

"What?" the Doctor asked.

"Can we keep him?" she repeated. "Please?"

"Why?" the Doctor asked.

"I always loved animals."

The Doctor stared at Elena and saw she and the ferret seemed to have created a bond and nodded.

"They're coming!" someone shouted. "They're coming!"

"A sentry." Solomon told them. "Must have seen something."

"They're here!" a man called, running up to them. "I seen 'em! Monsters! They're monsters!"

"It's started." the Doctor said, looking to the south where the alert was coming from.

"We're under attack!" Solomon called. "Everyone to arms!"

The Doctor, Elena, Martha, Nick, and Conner watched as the men start passing out the guns and other weapons they had collected.

"I'm ready, boss." Frank said before turning to the others. "All y'all, find a weapon! Use anything!"

They watched as some of the residents decided to make a run for it.

"Come back!" Solomon called. "We gotta stick together! It's not safe out there! Come back!"

The pig slaves began invading Hooverville, attacking those who tried escaping. Elena clung to the Doctor. He wrapped his arm around her.

"We need to get out of the park." Martha said softly.

The Doctor shook his head. "We can't." he told her. "They're on all sides."

"They're driving people back towards us." Elena whispered as she observed the pig slaves movements.

"We're trapped." Tallulah said, stating the obvious.

"Well, shit." Conner said.

Both he and Nick stuck close to Elena.

"Then we stand together." Solomon said. "Gather 'round." he called. "Everybody come to me. You there, Jethro, Harry, Seamus, stay together.

The pig slaves began forcing everyone into a tight circle by the fire

"They can't take all of us." Solomon yelled before he began firing, the others following suit.

The Doctor held Elena closer. Martha moved closer to them, as well as the brothers.

"If we can just hold them off till daylight." Martha said hopefully.

The Doctor looked up. Elena followed and whimpered.

"Oh, Martha, they're just the foot soldiers." the Doctor said softly.

Everyone looked up.

"Oh, my god." Elena whimpered.

Above them, Dalek Jast was flying and heading straight towards them.

"What in the world..." Solomon asked.

"It's the devil!" one of the residents yelled. "A devil in the sky. God save us all. It's damnation."

"Oh yeah?" Frank yelled back. "We'll see about that!"

Frank raised his gun and fired, but the bullet had no effect at all.

The Doctor pushed his rifle down. "That's not gonna work."

"There's more than one of them." Martha said.

Jast and Caan began their attack, firing upon the settlement. Elena screamed in terror, watching as people were thrown to the ground, caused by the explosions. Soon, whole sections were destroyed or in flames.

"THE HUMANS WILL SURRENDER!" one of the Daleks called.

"Leave them alone!" the Doctor yelled. "They've done nothing to you!"

"WE HAVE LOCATED THE DOCTOR!" Caan said.

Solomon took a step forward. Gently unwrapping his arm around Elena, the Doctor grabbed Solomon's arm.

"No, Solomon." he told him. "Stay back."

"I'm told that I'm addressin' the Daleks," Solomon called, ignoring the Doctor's warning, "is that right?" He awaited an answer, but none came. "From what I hear," he tried again, "you're outcasts, too."

"Solomon, don't." the Doctor told him.

"Doctor, this is my township," Solomon told him, "you will respect my authority. Just let me try." He gently pushed the Doctor away.

The Doctor shook his head and walked back to Elena. As soon as he reached her, she grabbed his hand.

"Daleks…" Solomon called. "Ain't we all the same? Underneath, ain't we all kin?" He set his gun on the ground. "'Cause, see, I've just discovered this past day, God's universe is a thousand times the size I thought it was. And that scares me. Oh, yeah. Terrifies me. Right down to the bone. But it's got to give me hope…hope that maybe together we can make a better tomorrow. So I…I beg you now, if you have any compassion in your hearts, then you'll meet with us and stop this fight." He waited for an answer. "Well… what do you say?"

"EXTERMINATE!" Caan answered.

Elena hid her face in the Doctor's chest and he wrapped his arms around her as Solomon fell to the ground.

≈ΘҖ≈

In the lab, Sec gasped at Solomon's death and Thay looked at him.

≈ΘҖ≈

"No!" Frank screamed. He ran to the fallen man's side. "No! Solomon!"

"They killed him." Martha said, uncomprehending. "They just shot him on the spot."

Elena's breathing became labored. Frightened as she was, Elena was also angry. They had just murdered Solomon. A man who was trying to show the Daleks that there was a different way. That both humans and Daleks could co-exist. Pushing her fear aside, she untangled herself from the Doctor marched towards Jast and Caan.

The Doctor saw this and his eyes widen in horror. He saw the pain and anger in her eyes. "Lena, don't!"

He, Martha, Nick, and Conner, made to grab her, but Elena pushed them away. "He was a human being, Dalek!" she yelled. "And you just murdered him in cold-blood! He was trying to show you there was a different way than killing! All you ever do is destroy! Even when others try to show you there's another path! Is that what you're going to do to these people?! Like you did to my parents!?"

All that Caan and Jast did was stare at her.

≈ΘҖ≈

Dalek Sec looked at Elena with interest.

≈ΘҖ≈

"You're nothing more than cold-blooded murders." Elena yelled. "You're monsters! If you wanna kill someone... Then kill me! Do it!" She pounded her chest. "Just do it! **DO IT**"

"Exterminate!" Caan said.

"NO!" Nick/Conner/Martha yelled.

"Daleks!" The Doctor screamed.

Thay stopped.

The Doctor ran in front of Elena. His arms held out to his sides. "Don't you dare harm her! Don't. You. Dare! If you want to kill someone... kill me! Not her! **Me**! It's my turn! Kill me!"

Elena's eyes grew large, filling with horror and tears. "NO!" She wrapped her arms around the Doctor.

"Kill me if it'll stop you from attacking Elena and these people!" the Doctor yelled. "I will not allow you to kill anyone else!"

Elena didn't want the Doctor to sacrifice himself for those he cared for. She knew, unlike Daleks, who wanted to destroy life, the Doctor preserved life.

The Doctor was so willing to die for her. He had stopped Dalek Caan from killing her. By running in front of her and blocking her from Dalek Caan. He was going to sacrifice himself to save people he cared for and for others he hardly knew.

"I WILL BE THE DESTROYER OF OUR GREATEST ENEMY!" Jast called.

"Then do it!" the Doctor called. "Do it! Just do it!" He pounded his chest. "DO IT!"

"EXTERMIN-"

"Stop!" they heard Dalek Sec order. "I command you. Stop."

"I DO NOT UNDERSTAND!" Jast protested. "IT IS THE DOCTOR!"

"But I want him alive." Sec said.

"THE URGE TO KILL IS TOO STRONG." Jast told him.

"I have decided the Doctor must live," Sec repeated, "and you will obey me."

"I…OBEY!" Jast said.

"What's going on?" The Doctor asked.

"Bring him and the girl to me." Sec ordered.

"YOU AND THE FEMALE WILL FOLLOW." Caan commanded the Doctor and Elena.

"No!" Conner/Nick yelled. "You're not going, Elena."

"Don't worry, Nick. Conner." the Doctor said. "I'll protect her with my life. I won't let _anything_ happen to her."

"You said that last time and look what happened to her!" Conner yelled.

"I mean it this time!"

Conner looked at the Doctor dead in the eye and saw that he meant what he said. With reluctance, Conner nodded. As the Doctor made to walk forward, Conner grabbed his arm, halting him in his tracks. "You keep her safe."

The Doctor's gaze hardened. "Nothing'll happen to her, Conner." he leaned in. "Because. I. Won't. Let. It."

Conner nodded and released his hold.

"No! You two can't go!" Martha yelled.

"Lena and I've got to go." the Doctor said. "The Daleks just changed their minds. Daleks _never_ change their minds."

"But what about us?" Martha called.

The Doctor looked at the people around them. "One condition!" the Doctor called. "If Elena and I come with you, you spare the lives of everyone here! Do you hear me?"

≈ΘҖ≈

"Obey the Doctor." Sec's voice commanded.

≈ΘҖ≈

"THE HUMANS WILL BE SPARED." Caan agreed. "DOCTOR. ELENA…FOLLOW!"

"Then I'm coming with you." Martha said.

"Martha, stay here." he told her. "Do what you do best. People are hurt. You can help them. Let us go."

Martha looked at the Doctor and Elena as they both look at the Daleks before striding off to follow them. Martha looked hurt and alone. Both Nick and Conner stood beside her, placing a comforting hand on each shoulder.

The Doctor paused and looked back. "Oh, and can I just say, thank you very much." the Doctor told her, gripping her hand with both of his and giving her a wink.

Elena walked over to Martha and hugged her before giving her brothers a hug and them a smile before taking the Doctor's hand and walking off.

Martha looked down at her hands. He'd left her the psychic paper.

≈ΘҖ≈

"You saved the Doctor. Why?" Thay asked.

"He's…a genius and we can use him." Dalek Sec answered. "The future of the Daleks might well depend on the Doctor. If he doesn't cooperate, we'll use the girl against him. We've seen how protective he is of her. We can use her as insurance."

≈ΘҖ≈

Martha applied a bandage to a man's arm as Tallulah walked in with a pot of water.

"Here you go. I got some more on the boil." Tallulah said.

"Thanks." Martha said. She looked at the man. "You'll be all right. It's just a cut. Try and keep it clean."

"Thanks." the man told her as he got up and left.

Tallulah leaned against the wall. "Like, what about us? What do we do now?"

Martha was thinking as Nick and Conner came in. "Just before the Doctor and Elena left, the Doctor gave me these." she reached into her pocket. "He must have had a reason." She pulled out the psychic paper, showing it to the other three.

"What's that for?" Tallulah asked.

"Gets you into places, building, and things." Martha told her. "But where? He must want us to go somewhere but what are we supposed to do?"

≈ΘҖ≈

The Doctor and Elena arrived at the Daleks' lab. Elena clutched the Doctor's hand.

As soon as the Doctor saw Dalek Sec, he started yelling at him. "Those people were defenseless! You only wanted us, but no, that wasn't enough for you! You had to start killing, 'cause that's the only thing a Dalek's good for!"

"How is it the female knows of us, Doctor?" Sec asked, ignoring the Doctor's ranting. "She mentioned that we murdered her parents."

"Stop it, Sec." the Doctor hissed.

"She is not of this time," Sec continued. "But of the future. She's from the year 2007. Her parents, Betsie and Leo Mathews."

Elena stiffened when Sec mentioned her parents' names.

"Leave her alone, Sec." the Doctor growled, his eyes hard and cold. He felt Elena's body language were rigid.

"They had built a machine that could control aliens." Sec said. "But it needed a key part." he looked directly at Elena. "Your pendant. Our brethren were sent into the Void and your parents were killed."

"H-How do you know that?" Elena whispered.

"WE HAVE A MACHINE THAT ALLOWS US LOOK INTO A PERSON'S MEMORIES," Jast said.

"_**LEAVE HER ALONE**_!" the Doctor shouted.

Thay, Jast, and Caan rolled back, feeling fear at the commanding tone in the Doctor's voice.

"Anyway, the deaths…" Sec interrupted, "were wrong."

"I'm sorry?" The Doctor asked, calming down. He held Elena's hand, taking comfort in knowing Elena was next to him. He and Elena were taken back by Sec's response.

"That man." Sec said. "Their leader Solomon. He showed courage."

"And that's good?" The Doctor asked slowly.

Elena was still a bit shaken up by knowing the three Daleks and Sec knew about her parents, but was also baffled. _What the hell?_

"That's excellent." Sec agreed.

"Is it me or are he just becoming a little bit more human, Lena?" The Doctor asked, shocked. He looked at Elena, who looked at him.

"I think he did." Elena said.

They looked back at Dalek Sec.

"You are the last of your kind," Sec said to the Doctor. "and now I am the first of mine."

"What do you want me for?" The Doctor asked.

"We tried everything to survive when we found ourselves stranded in this ignorant age." Sec said, walking over to a table. "First we tried growing new Dalek embryos, but their flesh was too weak."

"Yeah," the Doctor told him, "We found one of your experiments. Just left to die out there in the dark."

"Ew." Elena. "That's just... wrong. Leaving a defenseless creature... even if it's Dalek... out there to die alone."

"If forced us to conclude what is the greatest resource of this planet..." Sec continued, "it's people." Sec then flipped up a switch on the wall. Above them, lights came on to reveal hundreds of human bodies laying on slabs, suspended in the air. "We stole them." One of the bodies lowered down. Sec, the Doctor, and Elena walked towards the body. "We stole human beings for our purpose. Look…" he pointed to the sheet cover, "inside."

Using his free hand, the Doctor reached out and pulled back the shroud to reveal a man.

"Oh my God." Elena gasped.

"This…is the extent of the Final Experiment." Sec told him.

"Is he dead?" the Doctor asked.

"Near death," Sec replied, "with his mind wiped, ready to be filled with new ideas."

"Dalek ideas." the Doctor said. It wasn't a question.

"The Human-Dalek race." Sec proclaimed.

"All of these people." Elena said, trying to hide her revulsion. "How many?"

"We have caverns beyond this storing more than a thousand." Sec told her.

"Is there any way to restore them?" the Doctor asked. "Make them human again?"

"Everything they were has been lost." Sec replied.

"So... they're like shells." Elena hissed.

"You've got empty human beings ready to be converted." The Doctor looked at Dalek Sec. "That's going to take a hell of a lot of power. This planet hasn't even split the atom yet. How're you gonna do it?"

Dalek Sec led them to a screen. "Open the conductor plan."

≈ΘҖ≈

In Solomon's tent, Tallulah, Nick, and Conner were searching through papers.

Martha was pacing and tapping the psychic paper on her paper. All of a sudden, she stopped. It was like a light bulb clicked. She looked at the others. "Wait a minute. Down in the sewers the Daleks mentioned this…energy conductor."

"What does that mean?" Tallulah asked.

Nick and Conner shrugged.

"I don't know." Martha said. "Maybe like a…lightening conductor or…"

Nick and Conner's eyes widen. " Dalekanium!"

"Yes!" Martha laughed.

"Oh." Tallulah said, not comprehending.

"They said the Dalekanium was in place." Nick said.

"In place where?" Tallulah asked.

"Frank might know." Martha said.

They left to find him. They found him sitting on a crate, obviously mourning Solomon.

"Frank?" Martha said softly, kneeling in front of him.

"Hm?"

"That Mr. Diagoras, he was like some sort of fixer, yeah?" she asked. "Get you jobs all over town?"

"Yeah." Frank answered. "He could find a profit anywhere."

"But where, though?" Nick asked him. "What sort of things?"

"You name it." he answered. "We're all so desperate for work, you just hoped Diagoras would pick you for something good. Building work, that pays the best."

"But what sort of building work?" Conner asked.

"Mainly building that." he told them, pointing behind himself.

They turned to see what he was pointing at.

The Empire State Building.

≈ΘҖ≈

Dalek Sec was showing both Elena and the Doctor an animated graphic of their plan.

"Yeah, yeah, yeah." the Doctor said. "The Empire State Building. We're right underneath that. I worked that out already, thanks. But what, you hijacked the whole building?"

"We needed an energy conductor." Sec answered simply.

"What for?" Elena asked.

The Doctor wanted to know as well.

"I…am the genetic template." Sec replied. "My altered DNA was to be administered to each human body. A strong enough blast of gamma radiation can splice the Dalek and human genetic codes and wake each body from its sleep."

"Gamma radiation?" The Doctor repeated, confused. "What are... Oh, the sun."

"You're using the sun." Elena said. She had been studying the screen, listening very carefully to the Doctor and Sec's conversation.

"Soon…" Sec continued, "the greatest solar flare for a thousand years will hit the Earth. Gamma radiation will be drawn to the energy conductor and when it strikes-"

"The army wakes." the Doctor finished. "I still don't know what you need us for."

"Your genius." Sec told him. "Consider a pure Dalek; intelligent but emotionless."

"Removing the emotions makes you stronger." The Doctor said. "That's what your creator thought all those years ago."

"He was wrong." Sec replied.

Both Elena and the Doctor stood there in shock.

"He was what?" he asked.

"It makes us lesser than our enemies." Sec explained. "We must return to the flesh."

Sec didn't seem to notice or care how uncomfortable this statement made the other Daleks. But Elena took notice.

"And also…" he continued, "the heart."

"You wouldn't be the supreme being anymore." The Doctor pointed out.

"And that is good." Sec told him.

"THAT IS INCORRECT!" one of the Daleks disagreed.

"DALEKS ARE SUPREME!" the other continued.

"No." Sec spoke, facing them. "Not anymore."

"BUT THAT IS OUR PURPOSE!" the second protested.

"Then our purpose is wrong!" Sec replied strongly. "Where has our quest for supremacy led up? To this." He waved his hand to encompass the whole room. "Hiding in the sewers on a primitive world. Just four of us left. If we do not change now then we deserve extinction."

Silence met this speech.

"So," the Doctor finally said, slowly, "you want to change everything that makes a Dalek a Dalek."

"If…" Sec said, "you can help me."

≈ΘҖ≈

Martha, Tallulah, Frank, Conner, and Nick were all on the service elevator.

"I always wanted to go to the Empire State." Martha said. "Never imagined it quite like this, though."

"You're getting' your wish, Martha." Conner grinned.

"Where are we headed anyway?" Frank asked.

"To the top." Nick said, serious now. "Where they're still building."

"How come those guys just let us through?" Tallulah asked. "How's that thing work?"

"Psychic paper." Martha explained. "Shows them whatever I want them to think. According to this, we're two engineers, two architects, and a decorator." She held out the psychic paper and Frank took it, flipping it over in his hands.

≈ΘҖ≈

"You knowledge of genetic engineering is even greater than ours." Sec told the Doctor. "The new race must be ready by the solar flare erupts."

"But you're the template." The Doctor said. "I thought they were getting a dose of you."

"I want to change the gene sequence." Sec told him.

"To make them even more human?" Elena commented.

There was nothing about this conversation that wasn't surprising to the Doctor.

Sec nodded.

"Humans are the great survivors." he said. "We need that ability."

"Hold on a minute." The Doctor said, calling time out. "There's no way this lot are gonna let you do it." he told Sec.

"I am their leader." Sec said as if this explained everything.

"Even so," Elena muttered. "They can still mutiny."

Ignoring her for now, the Doctor turned to the other Daleks in the room. "Oh, and that's enough for you, is it?" he asked them.

"DALEKS MUST FOLLOW ORDERS!" one told him.

"DALEK SEC COMMANDS, WE OBEY!" the other agreed.

"If you don't help me…" Sec said softly,

"IF NOT," one Dalek said. "THE GIRL WILL BE EXTERMINATED!"

"No!" the Doctor yelled, pushing Elena behind her. She clung to him.

"OBEY!" said another.

"I promise you, Doctor," Sec said, gaining their attention. "If you cooperate, she won't harmed. If not, I cannot guarantee her safety. Nothing will change."

"Even if I do help you, there's no room on Earth for another race of people." the Doctor told him.

"You have your TARDIS." Sec argued as he came to stand before the other three Daleks. "Take us across the stars. Find us a new home and allow the new Daleks to start again."

"When's that solar flare?" Elena asked as she stood next to the Doctor.

"Eleven minutes." Sec replied.

"Right then." the Doctor said, slapping his hands together. "Better get to work. I'll need Lena's help."


	19. Evolution of the Daleks Prt 2

"Look at this place." Tallulah said, looking out the unfinished window. "Top of the world."

"Yes!" Conner exclaimed, spotting some architectural plans on an easel nearby.

"Okay, now this looks good." Martha said. She, Nick, and Frank joined him.

"Hey, look at the date." Frank said, pointing to the bottom right of the plans. "These designs were issued today. They must've changed something last minute."

"You mean the Daleks changed something?" Martha asked.

"Yeah, could be." Frank agreed, nodding.

"Look at this one," Nick said. He flipped the one they had looking at and looked at the one underneath. "The ones underneath looked to be like earlier floor plans. That should mean that whatever they changed is only on the top one." He then handed the plans to the others. "Here. Let's lay them out on the floor and in order by their dates and let's see what's different."

"The height of this place!" Tallulah called. "This is amazing!"

"Careful!" Martha warned. "We're a hundred floors up."

"I just wanna see." Tallulah told them before walking to the open area and looked out over the city. "New York City. If aliens had to come to Earth, no wonder they came here."

≈ΘҖ≈

"There's no point in chromosomal grafting." the Doctor told them as he and Elena checked some readings. He had coached Elena through the procedure, explaining each step. "It's too erratic. You need to split the genome and force the Dalek-human sequence right into the cortex."

"We need more chromatin solution." Sec called.

"THE PIG SLAVES HAVE IT!" Thay told him.

A group of pig slaves, which Lazlo was among, walked into the room carrying a large crate. Elena and the Doctor looked at each other.

"These pig slaves," the Doctor asked, "what happens to them in the grand plan?"

"Nothing." Sec replied. "They're just simple beasts. Their lifespan is limited. None survive beyond a few weeks."

"Would it be too much trouble if I could have a look at your records of the experiments?" Elena asked.

Sec nodded his head and motioned for Thay to get the reports before refocusing on his work. "Power up the engine feeds."

Both Elena and the Doctor spotted Lazlo and walked over. Thay gave the records to Elena and continued on what it had done.

"Lazlo, I can't undo what they've done to you," he told the young man, "but they won't do it to anyone else."

"Do you trust him?" Lazlo asked, nodding to Sec.

The Doctor thought about it for a moment. "I know that one man can change the course of history."

Neither noticed Jast watching them except Elena. She looked over the Doctor's shoulder at Jast. Seeing this, Jast looked away.

"Right idea in the right place at the right time is all it takes." The Doctor continued. "I've got to believe it's possible."

≈ΘҖ≈

Martha, Nick, and Conner had the plans spread out on the floor, studying them, while Frank and Tallulah stood nearby.

"I'll go and keep an eye out," Frank said, "make sure we're safe up here. Don't want nobody buttin' in." And walked out the side door.

"There's a hell of a storm movin' in." Tallulah said, walking over to Nick, Martha, and Conner.

"I wish the Doctor and Elena were here." Martha said. "They'd know what we're looking for."

"So tell me." Tallulah said. " Where did you and those two... the Doctor and Elena first hook up?"

"It was in a hospital." Martha said. "Sort of."

"'Course." Tallulah agreed, "him bein' a doctor." she knelt next to Martha.

"Actually, I'm a doctor." Martha told her. "Well, kind of."

"You're a physician?" Tallulah asked, shocked.

"I was training." Martha told her. "Still am, if I ever get back home."

"You could be doctors together." Tallulah said with a gasp. "What a partnership. Oh, it's such a shame. If only he wasn't so…different. You know what I mean?"

"Oh, you have no idea how different he really is." Martha told her.

"Yeah, he's a man, sweetheart." Tallulah replied with a smile. "That's different enough."

Martha sighed. "He had this…companion a while back. This friend. And then he found Elena, and then me." She sighed again. "But you know, sometimes I say something or do something, and he looks at me, and I just sort of think…that he's not seeing me. He's just remembering."

"I've seen the way he looks at Elena. He looks at her differently than he does you, doesn't he?" Tallulah said, sad for her new friend.

"Yeah." Martha agreed. "It's like he looks at her like she's _only_ thing that matters to him. The one thing that will keep him going forward. If she's not with him, it's like he gives up. I've only seen them apart a few times and it's heartbreaking to see the Doctor the way he is when Elena's not with him. But when they're together... it's like they're a one being! And what makes it worse is, they don't see it at all." She gave an exasperated sigh.

"Aw, listen sweetheart." Tallulah told her. "You wanna get all sad? You wanna have a contest with me and Lazlo?"

"No." Martha replied with a smile. "But listen, if the Doctor's with Lazlo now, there's every chance that he could get him out."

"And then what?" Tallulah asked sadly. "Don't talk crazy. There's no future for me and him. Those Dalek things took that away. The one good thing I had in my life and they destroyed it."

She got up and moved back to the open area, and Martha watched her go.

'Yeah,' she thought, 'they seem to do that a lot.'

≈ΘҖ≈

"THE LINE FEEDS ARE READY!" Caan announced.

The Doctor rushed to a bunch of tubes and instructed Elena to extract the solution inside with a syringe. He told her when to stop and then she handed the syringe to him.

"Then it's all systems go." the Doctor told them.

"The solar flare is imminent." Sec told him. "The radiation will reach Earth in a matter of minutes."

"We'll be ready for it." The Doctor assured him. He then injected the syringe into the main feeding tubes.

"The compound will allow the gene bonds to reconfigure in a brand new pattern." the Doctor told them. "Power up!"

One of the pig slaves turned on a power switch, as did Lazlo.

"Start the line feeds." Sec commanded.

Caan started the machinery and everyone watched as the solution began moving through the tubes.

"There goes the gene solution." The Doctor said.

"The life blood." Sec continued.

They watched as the solution made its way up and into the bodies.

≈ΘҖ≈

Martha kept looking at the plans and found it. "Gotcha!" she looked at the brothers. Nick! Conner! Look!"

Conner and Nick looked at the floor plan Martha had looked over as Tallulah joined them.

"There, on the mast." Martha said, pointing to two different floor plans. "Those little lines? They're new. They've added something, see?"

"Added what?" Tallulah asked.

All four looked between the two-floor plans and saw the difference. On the mast, there was a solid black line on top. All four looked at each other and grinned, saying in unison "Dalekanium!"

Martha laughed in glee. They had found what they were looking for!

≈ΘҖ≈

A klaxon began to sound and red warning lights began to flash.

"What's that?" The Doctor called.

"What's happening?" Sec asked. "Is there a malfunction?" none of the Daleks answered. "Answer me!"

"No, no, no." the Doctor yelled, running to the controls. "The gene feed! They're overriding the gene feed!" He tried to fix it.

"Impossible." Sec told him. "They cannot disobey orders."

"I think they just did." Elena said.

"THE DOCTOR WILL STEP AWAY FROM THE CONTROLS!" Jast said.

The Doctor quickly complied and stood next to Elena was between the Doctor and Sec. She grabbed the Doctor's hand. He squeezed it.

"Stop!" Sec commanded. "You will not fire!"

"HE IS AN ENEMY OF THE DALEKS!" Caan said.

"AND SO ARE YOU." Thay added.

The Daleks trained their weapons on the Doctor, Elena, and Dalek Sec.

"I am you commander." Sec told them. "I am Dalek Sec."

"YOU HAVE LOST YOUR AUTHORITY!" Caan told him.

"YOU ARE NO LONGER A DALEK!" Jast added.

"What have you done with the gene feed?" Elena asked.

"THE NEW BODIES WILL BE 100% DALEK!" Caan replied.

"I knew you three were up to something." Elena said.

"No." Sec told them. "You can't do this!"

"PIG SLAVES, RESTRAIN DALEK SEC, THE WOMAN, AND THE DOCTOR!" Thay commanded.

Two pig slaves grabbed Dalek Sec while Lazlo grabbed the Doctor and Elena's arm.

"Release me." Sec commanded. "I created you. I am your master."

"SOLAR FLARE APPROACHING!" the second Dalek announced, ignoring Sec.

"PREPARE TO INTERCEPT!" Jast ordered.

The Daleks turned to the machine, not even noticing when the elevator bell pinged.

"There's the lift." Lazlo said softly.

"After you." the Doctor told him before turning to Elena. "Ladies first."

"Ah, thanks." Elena said sarcastically.

With that, all three pushed their way through the pig slaves and made for the elevator.

"THE DOCTOR AND THE FEMALE IS ESCAPING!" Thay said. "STOP THEM! STOP THEM!"

The elevator doors closed in the pig slaves faces.

≈ΘҖ≈

Inside the elevator, Lazlo leaned against the side, panting.

"Lazlo?" Elena asked in concern, placing a hand on his shoulder. "What's wrong? Are you all right?"

"We've only got minutes before the gamma radiation reaches the Earth." the Doctor rambled. "We need to get to the top of the building." He finally realized something wasn't right with Lazlo.

Lazlo shook his head. "Out of breath. It's nothing. We've escaped them, Doctor, Elena. That's all that matters."

Elena gave him a small smile. "You sure?"

Lazlo nodded.

≈ΘҖ≈

The lift opened. Martha, Tallulah, Nick, Conner, and Frank looked up to see the Doctor, Elena, and Lazlo standing there.

"Doctor!" Martha called. "Elena!"

"Elena!" the brothers smiled. "Doctor!"

"First floor, perfumery." the Doctor smirked.

"I never thought I'd see you again!" Tallulah cried, running to Lazlo, who met her halfway.

The Doctor and Elena ran over to Martha and the brothers.

"We've worked it out." Martha said. "We know what they've done. There's Dalekanium on the mast." She then smiled at them. "And it's good to see you two, by the way."

"Oh, c'mere." the Doctor smiled and grabbed Martha in a tight hug, twirling her in a circle. Hearing a ding, he released her. "No, no, no!" He and Elena ran to stop the elevator's doors from closing, but they were too late. "See, never waste time with a hug." He then used the sonic screwdriver on the panel next to the elevator. "It's a deadlock seal. I can't stop it."

"Dammit!" Elena yelled.

"Where's it going?" Martha asked.

"Right down to the Daleks." Elena replied. "And they're not going to leave us alone up here."

The Doctor looked around. "What's the time?"

"11:15." Frank told him.

"Six minutes to go." Elena said.

"I've got to remove the Dalekanium before the gamma radiation hits." The Doctor muttered.

"Gammon radiation?" Tallulah asked. "What the heck is that?"

"Here." Nick said. "Look at this." He nodded and led the Doctor outside, Tallulah and Lazlo following. Elena and Conner quickly followed.

The Doctor got to the edge and looked out over the city. "Oh, that's high. That's very... Blimey, that's high."

Elena looked down. "Oh, I hate heights."

"And we've got to go even higher." Martha told him. "That's the mast up there, look. There's three pieces of Dalekanium at the base. We've got to get 'em off."

"That's not 'we'." The Doctor told her. "That's just me."

"I won't just stand here and watch you." she told him.

"You and Lena are gonna have your hands full." the Doctor said. "I'm sorry, Martha, but you and Lena have got to fight."

She nodded and back away.

"Don't get yourself killed, Doctor." Elena said. "Here." She walked over to the Doctor and held her arm out. "Take Abe." The ferret, now known as Abe, scurried along her arm and on the Doctor's shoulder.

"Abe?" the Doctor asked.

"Named him after Abraham Lincoln." Elena smiled before hugging him and then surprising them both by kissing his cheek. "Be careful."

They looked at one another. The Doctor caressed her cheek with the back of his hand. "I will."

With one last look, he began to climb, wind and rain blowing all around him. He knew this was going to be anything but easy.

≈ΘҖ≈

The group held makeshift weapons, facing the lift.

"The lift's coming up." Martha said.

"I shoulda brought that gun." Frank said.

"Tallulah, stay back." Lazlo said. "You too, Martha, Elena. If they send pig slaves, they're trained to kill."

"The Doctor needs me to fight." Martha told him. "I'm not going anywhere."

"They're savages." Lazlo stressed. "I should know. They're trained to slit your throat with their bare teeth." He suddenly collapsed.

"Lazlo!" Elena shouted.

"Lazlo?" Tallulah cried, moving to him. "What is it?"

Lazlo struggled to stand. "No, it's nothing. I'm fine. Just leave me." He fell back to the floor and leaned against the wall.

Tallulah knelt beside him and put her hand on his forehead. "Oh, honey, you're burnin' up. What's wrong with you? Tell me."

"One man down and we ain't even started yet." Frank said to Martha.

"It's not looking good, Frank." Martha replied.

"Doesn't look like it." Conner said.

A crash of thunder shook the building. Elena looked towards the lightning. This gave her an idea. She looked at Martha and she her. They seemed to have the same thing. "Are you thinking what I'm thing, Martha?"

"If it has something to do with lightning... then yes!"

"Oh yes!" Elena grinned that could match the Doctor's

Both ran to the other end of the room, leaving the others to watch them in bafflement.

≈ΘҖ≈

The Doctor was still struggling with the Dalekanium. He finally got one off and moved on to the second.

≈ΘҖ≈

"Frank, Nick, Conner," Elena said as she and Martha carried a metal rod. "Give us a hand!"

The three men did as she said and all four began arranging the metal rods from the outside across the room to the lift, making sure they didn't touch the floor.

Tallulah was sitting with Lazlo. "Aw, you'll be all right, sweetheart." she told him. "Don't you worry." She turned to Martha, Elena, Nick, Conner, and Frank. "What the hell are you five clowns doin'?"

"Even if the Doctor stops the Dalekanium, this place is still gonna hit." Martha told her. "Great big bolt of lightening..."

"Electricity all down this building." Elena said. "Connect this to the lift and they get zapped."

"Oh, I missed you, Elena." Martha told her with a grin, which she returned. "We definitely work well together."

"Oh my God, that could work." Tallulah said.

"Then give us a hand." all five yelled.

≈ΘҖ≈

The Doctor was working on the second panel when suddenly his hand slipped and the sonic screwdriver slipped. He looked over the side. It was gone.

≈ΘҖ≈

Martha and Frank had finished positioning the pipes.

"Is that gonna work?" Tallulah asked.

"It's got to." Martha replied.

"I've got it all piped up to the scaffolding outside." Frank told them.

"Come here, Frank," Martha said, motioning him over, "sit in the middle and don't touch anything metal."

≈ΘҖ≈

The Doctor tried to pull off the panel with his bare hands, grunting with effort. Knowing there was no way he could get the panels off in time, he stood, looking up to the sky

≈ΘҖ≈

Martha, Nick, Conner, Elena, Frank, Tallulah, and Lazlo sat huddled in the corner of the room.

≈ΘҖ≈

Seeing no alternative, the Doctor climbed the mast and wrapped his arms about it, clinging tight.

≈ΘҖ≈

The doors slid open.

≈ΘҖ≈

A bolt of lightening struck the mast coursing down it. Just as it hit and ran through the Doctor, Abe jumped and morphed into a black hawk, screeching. He watched in fear and horror as the Doctor was shocked. The Doctor screamed in pain. It was like he was being stabbed over and over again. The pain was unbearable, but he held on. The one thought that coursed through his mind was Elena.

≈ΘҖ≈

They all flinched as the lightning hit the pipes and the pig slaves.

≈ΘҖ≈

The Doctor still clung to the mast, screaming in pain.

≈ΘҖ≈

Elena peeked over her arm and watched as the pig slaves began to drop. Soon it was over and everyone opened their eyes to find the pig slaves dead.

"You did it!" Tallulah exclaimed.

"They used to be like Lazlo, Tallulah," Elena said as she gazed at the pig men. "And they used to be people. And we killed them."

"No." Lazlo said, walking up to them. "The Daleks killed them. Long ago."

Elena eyes suddenly widen. _Doctor!_ She ran off.

"What about the Doctor?" Martha asked, running off as well. She and others stood at the base, looking up. They watched as Elena climbed the ladders and towards where the Doctor was.

"Elena!" Martha and the brothers yelled.

Nick, Conner, Martha, and Frank started climbing.

≈ΘҖ≈

Elena looked up and smiled, pocketing what she found and quickened her pace.

The others were quick to climb to the top and stopped in their tracks, staring at the sight before them.

Elena was kneeling down over an unconscious Doctor, crying. "Please." she whispered. "Please wake up. I need you. Please. Don't you leave also. I couldn't bear it if you left me too like my parents." She bent forward, her forehead touching the the Doctor's cheek. "Please." She closed her eyes, tears pouring down her cheeks.

"Hey." they heard, softly.

Elena's eyes popped open and her head lifted up. The Doctor's eyes locked on hers.

"I think I'm in heaven," the Doctor smiled. "cause right now I'm looking at an angel."

Elena laughed, blushing. "How are you feeling?"

"My head hurts." the Doctor said.

"Look what I found halfway down." Elena said, holding out the sonic screwdriver. "You're getting careless."

He slowly got to his feet and held out his hand. She smiled and put her hand in his. The Doctor then took notice of the others.

"Hiya." Martha said.

"Hi." he replied with a smile. "You survived then."

"So did you." Martha replied. "Just about. I can't help noticing…there's Dalekanium still attached."

"Oh, shit." Elena said.

All hurried back to the first floor.

≈ΘҖ≈

"The Daleks will have gone straight to a war footing." The Doctor was telling them when they were back on the first floor.

"If I know the Daleks and how they think," Elena said. "They'll be using the sewers... spreading their soldiers out underneath Manhattan."

"How do we stop them?" Lazlo asked.

"There's only one chance." The Doctor replied. "I got in the way. The gamma strike went zapping through me first."

"But what does that mean?" Martha asked.

"We need to draw fire." The Doctor told them. "Before they can attack New York, I need to face them." He ran his hands through his hair. "Think, think, think, think. We need some sort of space, somewhere safe, somewhere out of the way."

Elena's eyes widen in realization. "Tallulah!" This made the girl jump.

"That's me." she replied. "Three L's and an H."

"The theater!" Elena told her. "It's right above them! And, what, it's gone midnight?"

"Of course!" the Doctor said. "Can you get us inside?"

"Don't see why not." she answered.

"Is there another lift?" he asked, turning to Martha.

"We came up in the service elevator." Conner told him.

"That'll do." he replied. "Allons-y!" He grabbed Elena's hand.

They all left.

≈ΘҖ≈

"This should do it." The Doctor said as they entered the dark theater. "Here we go." He switched on the sonic screwdriver.

"There ain't nothing' more creepy than a theater in the dark." Tallulah said. "Listen, Doctor, I know you got a thing for show tunes, but there's a time and place, huh?"

Suddenly, Lazlo fell into one of the chairs.

"Lazlo!" Elena shouted.

"Lazlo, what's wrong?" Tallulah asked, kneeling next to him.

"Nothing." he told her. "It's just so hot."

"But…it's freezing in here." she told him. "Doctor, what's happening to him?"

The Doctor was checking the frequency on the sonic screwdriver, but he turned and gave her a sad look.

"Not now, Tallulah." he told her. "Sorry."

Elena joined Lazlo and touched his cheek. Her eyes widen. _He's dying!_

"What are you doing?" Martha asked.

"If the Daleks are going to war, they'll wanna find their number one enemy." he told her. "I'm just telling them where I am." The Doctor held up the sonic screwdriver and turned it on.

"Martha, you should go." He sighed.

"No way." She replied instantly. "I'm not going."

"I'm telling you to go." he said. "Frank can take you back to Hooverville."

"And I'm telling you I'm not going." she replied.

He glared at her. "Martha, that's an order."

"Who are you, then?" she asked. "Some sort of Dalek?"

Elena's eyes widen at hearing Martha compare the Doctor to the Daleks. "Don't you dare, Martha!" she hissed.

Both the Doctor and Martha looked at her.

"Don't. You. Dare."

Suddenly the doors burst open and the human Daleks arrived, flanking them.

"Well, shit." Elena said.

"Oh, my God!" Tallulah breathed. "Well I guess that's them then, huh?"

"Humans with Dalek DNA." Elena confirmed.

Frank moved to attack, but the Doctor stopped him. "It's all right. Just stay calm. Don't antagonize them."

"But what about the Dalek masters?" Lazlo asked. "Where are they?"

The stage exploded. Everyone ducked for cover. They all peeked from over the seats. As the smoke cleared, they saw Thay and Jast and between them, chained like an animal, was Dalek Sec.

"There's your answer." Elena said.

Just seeing Sec chained like an animal, a pang of sympathy went through Elena. Even though she hated the Daleks for taking two of the most important people from her... what she saw before her was barbaric! The time she had spent alongside Dalek Sec, she saw a different side to him. She saw that he could lead the Daleks out from the bloodshed and destruction and into the light. She came to her senses when she felt the Doctor take her hand and the motion of him standing, taking her with him. The others following their lead.

"THE DOCTOR WILL STAND BEFORE THE DALEKS!" Thay commanded.

The Doctor squeezed her hand before releasing it and stood on the back of the row in front of them, walking forward on the backs of each row until he reached the front.

"YOU WILL DIE, DOCTOR!" Thay told him. "IT IS THE BEGINNING OF A NEW AGE!"

"PLANET EARTH WILL BECOME NEW SKARO!" Jast told him.

"Oh, and what a world." the Doctor sneered. "With anything just the slightest bit different ground into the dirt. That's Dalek Sec." He pointed to the chained Sec. "Don't you remember? The cleverest Dalek ever and look what you've done to him. Is that your new empire? Hmm? Is that the foundation for a whole new civilization?"

"My Daleks…" Sec pleaded. "just understand this. If you choose death and destruction, then death and destruction will choose you."

"INNCORRECT!" Thay argued. "WE WILL ALWAYS SURVIVE!"

"Hmph!" Elena muttered. "I doubt it."

"NOW WE WILL DESTROY OUR GREATEST ENEMY, THE DOCTOR!" Jast agreed.

"But he can help you." Sec said, trying to reason with them.

"THE DOCTOR MUST DIE!" Thay proclaimed.

"No," Sec pleaded, "I beg you, don't." He crawled in front of the first Dalek.

"EXTERMINATE!" Jast called.

Sec stood right as Thay fired. Sec was dead before he hit the ground.

Elena gasped in horror.

"Your own leader." The Doctor spat out in disgust. "The only creature who might have led you out of the darkness and you destroyed him." He turned to the human Daleks. "Do you see what they did? Huh? You see what a Dalek really is?"

≈ΘҖ≈

Back in the laboratory, Cann started to become agitated.

"WARNING!" Caan warned. "DALEK-HUMANS SHOW INCREASED LEVELS OF SEROTONIN!"

≈ΘҖ≈

"If I'm gonna die," the Doctor called, "let's give the new boys a shot. What do you think, eh? The Dalek-Humans. Their first blood. Go on, baptize them." The Doctor held his arms out to his sides.

"DALEK-HUMANS," Thay called, "TAKE AIM!"

The Dalek-Humans cocked their weapons and aimed them at the Doctor.

"What are you waiting for?" The Doctor taunted. "Give the command!"

"EXTERMINATE!" Jast ordered.

The Doctor closed his eyes. Abe, in his ferret form, hid his face in the crook of Elena's neck, not wanting to watch. Having the same idea, Elena hid her face in Nick's chest, also wanting to see the Doctor's death. Conner hugged her from behind. Martha ducked her head against Frank's chest. All waited to hear the fire of the guns and the Doctor's body hit the floor.

"EXTERMINATE!" Jast ordered again.

Nothing.

"OBEY!" Thay ordered. "DALEK-HUMANS WILL OBEY!"

"Not firing." Martha said.

Both Abe and Elena peeked out and saw that Martha was right. The human-Daleks had not fired at all! "What's going on?"

"What have you done?" Martha called to the Doctor.

"YOU WILL OBEY!" Jast ordered. "EXTERMINATE!"

"Why?" a male Dalek-Humans asked hesitantly.

The Doctor turned and looked at him.

"DALEKS DO NOT QUESTION ORDERS!" Thay replied.

"But why?" he asked again.

"Something is not right here." Elena spoke softly. "If they were _pure_ Dalek, they would _have_ fired, but they didn't! What happened while the Doctor was trying to get the Dalekanium off? Did he get in the..."

"YOU WILL STOP THIS!" Thay ordered.

"But…why?" the man asked again.

"YOU MUST NOT QUESTION!" Thay again commanded.

"But you are not our master." the man protested. "And we…" he and the Doctor looked at one another. "we are not Daleks."

"No, you're not," the Doctor agreed. "and you never will be." He looked back to Thay and Jast. "Sorry. I got in the way of the lightning strike." he winked. "Time Lord DNA got all mixed up. Just that little bit of freedom."

Elena laughed. "Oh, you clever, clever man!"

"IF THEY WILL NOT OBEY," Jast said, "THEN THEY MUST DIE!" Jast then shot the man, killing him.

"Get down!" the Doctor called, ducking down. The others did as he said.

The battle between Thay and Jast against the Dalek-Humans began. There were blasts flying overhead as humans began to fall, but then the remarkable happened. Jast was destroyed first, followed by Thay a few moments later. The humans ceased fire.

The group slowly stood up.

The Doctor made his way over to one of the humans, "It's alright." he reached out. "It's alright. It's alright. You did it. You're free."

≈ΘҖ≈

After witnessing the massacre of his former associates and how the Doctor acted around the human female known as Elena, Caan decided to take drastic measures.

"Engaging transmat beam."

≈ΘҖ≈

As the group was talking with the hybrids, all of a sudden Elena felt something not right. Her eyes widened. "Doctor!"

Everyone turned just as Elena disappeared in a flash of yellow. Abe had jumped up on Conner's shoulder before Elena was gone.

"Elena!" the group cried.

"Where did she go!?" Conner yelled.

≈ΘҖ≈

Once her vision cleared, Elena saw she was back in the laboratory. "Oh shit!"

"YOU WILL BEAR WITNESS!" Caan said.

Elena turned around and saw wires hooked up to Cann's casing and Caan was hooked up to a computer. She instantly knew the computer was the battle computer. "To what?"

"THE DALEK-HUMANS ARE FAILURES!" Caan said. "THEY MUST BE DESTROYED!"

"You can't!" Elena yelled, looking at Caan. Her eyes widen with fear. "They're people! They're living beings! You'll be creating genocide!"

Caan ignored her logic.

"Why did you teleport me here?" Elena asked.

"THE DOCTOR CARES FOR YOU." Caan said.

"So?" Elena said in confusion. "He cares for _all_ his friends. But why _me_? Why not Martha or my brothers?"

"THE DOCTOR WILL COME FOR THE WOMAN HE LOVES." Caan said.

Elena's eyes widen. The Doctor didn't love her. Yes, he cared for her, but he didn't _love_ her.

"DESTRUCT! DESTRUCT! DESTRUCT!" Caan ordered.

"NO!" Elena cried.

≈ΘҖ≈

The Doctor was still trying to figure out why Elena was taken when suddenly the hybrids grabbed their heads in pain. His eyes widen in horror. "No!" He then realized what was happening as the humans began crumbling to the floor, writhing in pain, "They can't! They can't! They can't!"

≈ΘҖ≈

As Elena watched the hybrids withering in pain, she knew she had to stop what could become genocide. Hurrying over to Caan, she began pulling the plugs off the Dalek.

Caan saw this. "CEASE WHAT YOU ARE DOING!"

Elena glared at Caan with determined eyes. "I've seen enough death! It ends **_now_**!" and continued pulling plugs out while Caan watched, unable to do anything.

≈ΘҖ≈

The hybrids were still withering in pain and it seemed they were on the brink of death when their painful expressions ceased. It was like whatever was causing them pain was gone. Everyone looked at each other with bewilderment.

"You all right?" the Doctor asked one hybrid.

He nodded.

"What happened?" Martha asked as she ran up to the Doctor with the others following. When Conner was close enough to the Doctor, Abe jumped on the Doctor's shoulder. "What was that?"

"I don't know." The Doctor said in bafflement. "It was like they were dying and all of a sudden... whatever was killing them stopped. But why?" he scratched the back of his head. "What stopped it?"

"Whatever took Elena..." Nick said. "Could she..."

The Doctor's eyes widen. "Of course! Elena!" he laughed. "Oh, you beautiful, brave, smart girl!"

"What, Doctor?" Martha asked.

"She saved their lives!" the Doctor said.

Everyone laughed, cheering for Elena's braveness.

But then Lazlo became serious. "Only two of the Daleks have been destroyed. One of the Dalek masters must still be alive. And Elena is with the Dalek."

Everyone was serious now

The Doctor stood. "Oh, yes. In the whole universe, just one."

≈ΘҖ≈

The Doctor, with Abe still on his shoulder, entered the lab. They saw Elena standing before Caan. They could barely see Caan's gunstick sticking into Elena's back. "Now what?" The Doctor walked further in.

"I KNEW YOU WOULD COME FOR THE WOMAN YOU LOVE." Caan said. "YOU WILL BE EXTERMINATED!"

"Yeah, yeah, yeah, yeah." the Doctor replied, waving his hand and ignoring what Caan had said. "Just think about it, Dalek... What was your name?"

"Dalek Caan." Caan replied.

The Doctor walked forward. "Give Elena back to me, Caan."

"I WILL NOT!" Caan said.

It took all the Doctor's willpower to not lunge at Caan and simply take Elena. So he decided to try a different approach. "Dalek Caan. Your entire species has been wiped out. And now the Cult of Skaro has been eradicated. Leaving only you. Right now you're facing the only man in the universe who might show you compassion. Elena has stopped you from creating _one_ genocide. _I_ won't cause another." He took another step forward. "Caan… let me help you. What do you say?"

Caan seemed to be contemplating it over before responding "EMERGENCY TEMPORAL SHIFT!"

Before the Doctor could do anything, Dalek Caan transported away. The Doctor charged forward, but was too late. "Ahhh!" He then turned to Elena and his anger quickly evaporated. "Are you all right?"

She nodded.

The Doctor quickly grabbed her and hugged her tightly. Elena hugged him back. "I'm so glad you're safe." the Doctor muttered in her hair, hugging her closer. He didn't want to let her go anytime soon.

"For a moment there," she said, her voice muffled from where she had buried her face in his shoulder. "I thought Caan was going to kill me."

"That's not going to happen." the Doctor said. "_I_ won't let it."

Abe squeaked in agreement.

Both turned to Abe and smiled. Abe climbed in between the two nuzzled his head under Elena's chin, giving out what would be called a "purr". Elena giggled. Abe climbed up on her shoulders and continued nuzzling her, happy that she was all right.

The Doctor then gently pushed Elena away so they faced each other. "By the way, thanks for what you did." He gave her a grateful smile.

Elena smiled back. "There's been enough death today."

The Doctor grinned. "Oh, you're so right!"

Martha and Tallulah entered, Lazlo supported between Nick and Conner.

"Doctor! Elena!" Martha called. "He's sick!"

Lazlo was breathing heavily, wheezing as the two brothers gently lowered him to the floor. Tallulah knelt down, cradling his head in her lap.

"It's okay." Martha told him. "You're all right."

Releasing each other, both the Doctor and Elena ran over and knelt next to him.

"It's his heart." Martha told him. "It's racing like mad. I've never seen anything like it."

"What is it, Doctor?" Tallulah asked. "What's the matter with him? He says he can't breathe. What is it?"

"It's time, sweetheart." Lazlo told her softly.

"What do you mean 'time'?" Tallulah asked. "What are you talking about?"

"None of the slaves…survived for long." he told her. "Most of them only lived a few weeks. I was lucky. I held on 'cause I had you. But now…I'm dyin', Tallulah."

"No, you're not." she said, crying. "Not now, after all this. Doctor, can't you do something?" she begged.

"Oh, Tallulah with three L's and an H…" the Doctor said in a sad tone before he had a look of determination. "just you watch me!" The Doctor stood and took off his coat, tossing it aside. "What do I need? Oh, I don't know. How about a great big genetic laboratory?" He looked around. "Oh look, I've got one. Lazlo, just you hold on." He began running around the lab, mixing solutions, talking all the while. "As Lena said before... there's been too many deaths today. And I tell you something... she has saved a species that would have died if she hadn't interfered. And I'm tellin' you... I'm tellin' you right now, I'm not having one more death! Got that? Not one! Tallulah, out of the way." The Doctor took out his stethoscope and put it on. "The Doctor is in."

≈ΘҖ≈

Everyone stood around after a while, waiting. The Doctor had taken Lazlo, with Nick and Conner's help, in the back so he could work in peace to try and save him. What seemed like an eternity, the Doctor came out.

Everyone's gaze landed on the Doctor.

A grin spread out. "He'll be just fine." the grin vanished. "Though I wasn't able to do anything about what the Daleks had done to him." he looked at Tallulah. "I'm so sorry, Tallulah."

Tallulah gave him a smile. "Hey. Don't worry about it, Doctor. You saved 'is life. That's what counts."

Elena began walking towards where Lazlo was, gaining everyone's attention.

"Where are you going, Lena?"

"I'm going to try my hand at it." she grinned. "I read the files." she held the file she had been given. "I may be able to restore Lazlo so he'll be completely human."

"How?"

"I'll explain everything once I get Lazlo back to normal." she said before heading in.

≈ΘҖ≈

It's been two hours since Elena took Lazlo in the back and everyone was getting a bit antsy and were on the edge of their seats. Tallulah mostly.

"Everyone."

They all looked up to see a grinning Elena looking back.

"How is he?" Tallulah asked eagerly.

Elena's grin widen. "Why don't you ask him yourself?" she moved aside. There behind her was a completely human Lazlo, smiling. It was like he had never been changed at all.

"Lazlo!" Tallulah yelled happily. She ran to her beau and hugged him, kissing him. He returned the hug with as much eagerness as her.

Elena grinned.

"But..." Tallulah asked. "How'd ya do it?"

"The Daleks spliced Lazlo's DNA with a pigs." Elena said. "The Daleks had a machine with the power to splice and reverse DNA. I took a sample of Lazlo's blood and separated the two DNAs strands until I only had Lazlo's DNA and then I was able to use a solution that killed the pig DNA, leaving Lazo's DNA alone."

Tallulah ran to her and gave her a big hug. "Thank you! Thank you!"

Elena laughed, returning the hug.

≈ΘҖ≈

After saying their goodbyes to Frank, Lazlo and Tallulah and wishing them the best, the group was back at Liberty Island, where their adventure had begun. All stood together, looking out at the Manhattan skyline. Abe was on Elena shoulder.

"I'm glad that everything worked out." Martha asked. She looked the others and they her. "And the Human-Daleks were saved. I hate to think what would have happened if they were killed. I'm glad you saved them, Elena."

Elena smiled. "Me too. I really hope they all have great lives." Martha nodded in agreement.

The Doctor hugged Elena in a one-arm hug.

"I know it'll work out for Lazlo and Tallulah." Elena said.

Martha laughed. "The former Pig and the Showgirl."

Elena giggled.

"The former Pig and the Showgirl." The Doctor agreed, smiling.

"Hey!" Nick said. "Let's get a group picture." Elena lent Nick her TARDIS key. He hurried back into the ship and grabbed a tripod and ran back out. He set the camera on the tripod and adjusted the tripod until he got the group and Lady Liberty. He set the timer for the group photo and hurried to his spot.

Everyone stood together in a line. Nick and Conner were in the back. Nick laid a hand on the Doctor's shoulder. Conner had his left hand on Martha's left arm. The Doctor, Elena and Abe on her shoulder, and Martha were in the front. The Doctor had his arm wrapped around Elena's shoulder while she had one arm wrapped around his waist and her other around Martha's shoulder. Martha had her right arm wrapped around Elena's other shoulder and her left hand on her hip.

"Here we go." Nick said.

Everyone's saw the red light start to blink faster and faster. They all smiled and the camera went off, telling them that it had taken the picture. Conner walked off to look at the city.

Nick went over and unhooked the camera from the tripod and took the tripod back into the ship. Elena turned to see the Doctor's back to her. She grinned mischievously. She ran and jumped on his back.

"Ah!" the Doctor yelped.

"Ha-ha!" Elena laughed. She wrapped her arms and legs around him. "Got'cha!"

The Doctor grinned and held onto her legs. "You so did." He then twirled them around, causing Elena to laugh.

Nick came out and laughed, taking a couple of pictures.

Conner looked at the Doctor and Elena and laughed at their goofiness. "All right, you two. Break it up."

Elena looked at Conner and stuck her tongue at him. The Doctor chuckled and let Elena down. Nick and Conner walked into the TARDIS. That only left the Doctor, Elena and Martha.

"Just proves it, I suppose." Martha said with a sigh. "There's someone for everyone."

The Doctor looked at Elena while she gazed at the ocean. "Yeah." He looked at Martha. "Why don't you head back to the TARDIS."

She nodded and began to walk away before turning back. "Meant to say… sorry."

"What for?" the Doctor asked.

"Just cause, that Dalek got away." she said. "I know what that means to you." She paused. "Think you'll ever see it again?" she asked.

"Oh, yes." the Doctor replied.

She smiled and walked to the TARDIS and went inside. The Doctor, Elena weren't far behind.

"One day." the Doctor said softly.

Elena gave him a small smile and took his hand and led him back to into the TARDIS.

The TARDIS dematerialized.


End file.
